Bitter March
by Sweet Neverwhere
Summary: The gunman was a silent, patient figure in the early dawn, perched high on the rooftop of an abandoned building, sitting motionless and poised. Waiting. Every morning was the same and the man in the scope was nothing if not predictable in his routine. He was just asking for a bullet in his head and the sniper was amazed no one had taken advantage of the situation sooner.
1. Chapter 1

**Author's note:** Alright so this is my first fanfic in...ugh, nearly 2 years? And I seem to have jumped in at the deep end here. I honestly thought my first Marvel fanfic would be Loki-based but nope.

Aaaaanyway. I have absolutely no idea where the hell I'm going with this, I have no specific plot in mind - only various destinations to reach. How we get there is going to be a fun ride for everyone. That probably means it'll be crap and full of trash but hey, I'm really rusty. Also I am _really new _to the Captain America fandom (as you may have gathered, I'm a Thor fandom girl) but I've read the Winter Soldier comics and a few of the Cap ones so I feel I know the character from the comics well enough...but MCU Bucky? He's an unknown and my interpretation may be wildly off from what he ends up as.

But I've rambled on long enough. All that's left to say is that I own nothing except an overactive imagination.

* * *

The target hovered in the scope of the rifle, perfectly calm and perfectly still in its owners hands. It tracked the man in the crosshairs with laser-like precision despite the fact that he was well over half a mile away. The pale blue eye that peered down the scope narrowed as it watched, the trigger finger idly resting but poised to twitch into position at any given moment.

The gunman was a silent, patient figure in the early dawn, perched high on the rooftop of an abandoned building, sitting motionless and poised. Waiting. Every morning was the same and the man in the scope was nothing if not predictable in his routine. He was just asking for a bullet in his head and the sniper was amazed no one had taken advantage of the situation sooner. Of course he had considered it to be a trap, but there was absolutely no one protecting the target – he had been hanging around the area for over a fortnight, checking the vantage points and making sure he wouldn't be disturbed. But there was nothing – and no one – in his way.

And with the man in his sights, he had to wonder if he truly believed he was safe.

The target vanished behind a van and the sniper pulled his head away from the warm patch where his cheek rested, quickly scanning the area behind the mark. Then there was a flash, a brief glint off to the upper right, opposite him. The sun – which was rising behind him – glinting off an opposing rifle scope. There was a sudden surge of panic, a rush of familiar adrenaline as his cheek found the warm patch again and the scope quickly repositioned to where the other sniper was. He found them easily, a surge of anger coursing through him as he lined up a shot – just like the other was doing.

They were after the same man, but for different reasons. In a matter of seconds he calmed his breathing and lined up the shot. Then he rested his finger on the trigger, exhaled slowly, and squeezed gently.

The crack of the gun rang out in the crisp morning, loud and vicious. The shot was clear, the aim was perfect and the target was dead. And as the sniper watched the victim fall from the ledge where he'd sat through his reticule, he felt absolutely nothing except anger that someone had the balls to go after _his_ target. But then he caught sight of that target running towards the dead man as he entered the scope and he felt his blood run cold. Of course he just had to look straight at where he was sitting, locking eyes through the scope even though he couldn't see him.

Feral panic over took the sniper's senses and he gripped the rifle tight enough to make it creak in his grip, pulling himself and it away from the ledge. Memories invaded and stung, they ripped themselves out from where they had been forcefully locked away and overwhelmed him. He froze, his back against a wall and the gun hugged tight against his chest; twitching involuntarily as he saw that same man in his memories. The look was different, he was wearing a helmet and that now-familiar red white and blue suit, but the man – and the expression – was the same. And the situation, it echoed in his mind. A siege on a base, a man lining up a shot, and himself taking that man out before he could take it.

When the flashback subsided and the sniper, still trembling and clutching the rifle in a death grip, regained his grasp on reality, the sound of the downstairs door – the door that he'd barred shut – being kicked in meant the original mark was far too close for comfort. As another surge of adrenaline pulsed through his system, he was on his feet and running for the fire escape in a heartbeat.

Four strides took him there and another took him over the edge, rifle firmly held in his right hand while his left grabbed the railing and propelled him onto the fire escape of the opposite building. His boot found the usual weak spot by the lock of the door and he crashed through, ignoring the terrified screams of the family breakfast he had just burst in on. Two, three, four strides until he hit the front door, left arm folded in front of him and braced for impact as he charged through it with little resistance. There were shouts behind him as he lengthened his stride down the long hallway – the mark had followed him across the buildings like he had before. Drawn by the screams no doubt. _Damn_.

But he couldn't be caught. Not right now. Not like this. He didn't want to come face-to-face with _that man _again. Not yet.

A sharp right turn into the stairwell and he was taking three, four stairs at a time. But not enough. Not fast enough. Not enough distance. The door he had come through upstairs banged as the mark followed, obviously looking down the spiral staircase and seeing him. There was a shout from above, a command – a request – for him to stop. To wait.

"_Please"._

But he couldn't, and the cry, the plea, only fuelled him to move faster. Again his left hand grabbed the railing and lifted him over in one swift, fluid movement and he dropped the last two floors and ended up nearly on his knees. The impact shot through him and burned through every joint but he refused to stop. With a grunt, he tightened his grip on his rifle and pushed on, exiting the building with a pained exhale.

The passing traffic didn't slow him down, quite the opposite. It was his way out. He took two strides up a parked car and, timing his jump perfectly, launched himself towards a passing delivery truck. The grip of his left hand was like a vice as he landed on the steps by the door, the driver swerving from the sudden shock of his new, angry-looking passenger. A fist smashed through the window, grabbing the steering wheel and stopping the truck from colliding with parked cars.

The driver, now in an utter panic, had unbuckled his seatbelt and was quickly exiting through the passenger door. Cursing loudly under his breath in several languages, the sniper pulled the door off by its hinges and swung inside, throwing his gun onto the seat beside him as the passenger door, which had still been swinging wildly from the driver's exit, hit a parked car and slammed closed.

Dragging the infuriatingly heavy steering wheel around, the sniper pointed the truck down the center of the road, straddling the center line, and put his foot to the floor. The engine protested but acquiesced and the truck accelerated noisily, clunking through the gears like it obviously never had before. Oncoming traffic swerved violently out of the way and those that didn't ended up slammed sideways by the fast-moving battering ram. And he wouldn't stop until he was well away from the man that was chasing him.

The sniper drove, hard and fast and ruthless, until he was certain he wasn't being followed. Then he eased off the gas and pointed the truck in the direction of the factory district. He was well aware that the local police would be looking for the vehicle, as would the initial mark. The engine started to groan and rattle as he approached an old warehouse which appeared to be disused – because surely if it were operational there would be people about on a mid-week morning. Almost out of fuel and on the brink of falling apart from being put under far too much strain, the truck coughed and then rolled to a halt in the shadow of the building. _Close enough_.

The sniper knew he couldn't stay for long. He had pulled too much attention and he needed to remove himself from it as soon as possible. But that didn't stop him from sagging in the driver's seat. His limbs ached, his head was pounding and it was at times like this that his body reminded him he was operating on only the barest minimum of sleep. Too many dreams - too many _memories - _haunting him for anything but the bare minimum.

And that man. Over and over and over. Same blond hair, same blue eyes, same blind optimism in his expression. But the physique changed within the memories. Sometimes he was a small, skinny thing getting beaten up in an ally and yet in others he was the same figure that chased him today. But he couldn't figure out why, he couldn't_ remember_ why. Who _was_ Steve Rogers?

With a groan, the sniper opened his eyes and the fingers of his right hand found the point where flesh met metal on his left shoulder and massaged. He would have to get moving. Grabbing his gun, he exited the truck through the hole where the driver's side door had been not an hour before, rolling his shoulders as he got his bearings. There was no one giving him orders now. There was no one pulling the strings. He walked away from the vehicle and the warehouse, his eyebrows pulled down in thought.

Steve Rogers had called him 'Bucky' but the museum had said he'd died. _They _had called him the Winter Soldier. But he wasn't. Not anymore. By choice.

He turned mid-stride, aimed down the barrel of his gun without using the scope, and put a bullet in the fuel tank of the truck. And as the fireball consumed the vehicle, he turned back and resumed his march.

Not the Winter Soldier anymore. But not Bucky either.


	2. Chapter 2

**Author note:** This chapter is utter crud. Sorry.

Also thank you to I'vebeenLOKI'Dyetagain for pointing out my paragraph structure and I agree. I blame my rp background and will try my utmost to...break up running paragraphs as much as I can. Gotta shake off over 18 months worth of rust and get used to new characters, I hope it'll all fall into place.  
I hope.

* * *

Steve Rogers stood in a small observation room in an equally small SHIELD base, watching through the glass as the coroner finished up an autopsy. With everything that had happened, it was amazing that a base like the one he was in still existed – but the smaller and more covert places were easier to hide and not worth Hydra's time. There were pockets like this everywhere and Steve was just thankful that this one was within reach. The man behind the glass covered the body with a clean white sheet and removed his gloves, turning to address his audience of one.

"Everything fits with what you said, Sir," he began, dropping his gloves into a bright yellow bin. "The body's been dropped from a considerable height, but he was dead before he started falling. A clean shot, middle of the forehead, from a long-range rifle."

Steve nodded, the coroner only confirming what he already knew. The bullet had been sent for ballistics but he already knew the results, he knew the gun it came from and he knew the man behind the trigger. The only question remaining was the motive. If the Winter Soldier could see the other sniper then the only logical conclusion was that he had a bead on Steve too – and if that was the case, then the whole situation got a lot more confusing. "Do we have an ID on him?"

The coroner, busy putting on a clean pair of gloves, nodded once. "Sergeant Nicholas Allen. Formerly of SHIELD. He was one of the ones identified as a Hydra operative."

"An assassin?"

"A damn good one, if the reports are to be believed. If this guy was aiming at you? You'd better be thankful that he never got his shot off, else it would've been you I was examining. The guy had an accuracy rating to rival Barton."

That muddied the waters further. Nothing made sense any more. Was the Solider – Bucky – still following that last mission? If so, then he had the clear opportunity right then to put one of those slugs through his brain. Instead he had taken out a rival sniper – a Hydra sniper. He had saved Steve's life and then fled the scene. But the question was why. And the answer eluded him to the point of vexation. Steve scratched his hairline before dragging his hand down his face until his fingers rested on his lips and he worried his cupid's bow.

"Bucky, what the hell are you doing?" It was a mumble behind his fingers as he watched the coroner put the body of Allen into one of the fridges on the back wall. The question hung around, a grizzly black cloud made of confusion and doubt. How many people had told him that the Soldier was no longer Bucky? How many times did he have to repeat himself before they listened? Steve didn't want to guess at it, but this latest development had twisted the argument into a new direction. Bucky was a dangerous wildcard - one that was obviously fully capable of tracking his former friend without SHIELD's knowledge – but he had yet to show his hand.

Shaking himself out of his thoughts and back into the present, he made his way to the small, cramped space that served as the common mess. Wordlessly he sat opposite Sam and watched him swirl the cheap plastic spoon through the frothy head on his coffee until the man's voice broke his concentration. "That bad, huh?"

"Yeah," Steve smiled, shaking his head and knotting his fingers on the table in front of him. "That bad."

"So who was our mystery man?"

"Hydra sniper. Sergeant Allen, ex-SHIELD agent."

That broke the endless movement of plastic in coffee for a moment as Sam raised an eyebrow. "And I'm guessing he was aiming at you."

"Certainly seems that way."

With a thoughtful hum, Sam removed the spoon from the coffee and put it on the scrunched up napkin beside the cup on the table. "It's been…what, a month, since we last saw Barnes?" Steve nodded once. "Ever since then, no matter what we do we can't find him. He really is a ghost. And then he saves your life out of the blue and vanishes again."

"We don't know that he was saving my life, Sam. That was one hell of a rifle he was packing. He could have easily been planning on shooting me." The look on Steve's face was haunted – and when Captain America looks like that it's a sure sign that it bothers him.

"But he didn't. He killed the other guy instead." A pause, a beat as Sam took a sip of his coffee and grimaced at the awful taste. "Do you think he knew the guy was Hydra?"

"I doubt it. Allen doesn't seem like a big figure - just another agent. He's nothing like the men we _have_ found with holes in their skulls."

Away from the coffee rings and dirtied napkins on the table was the file Natasha had handed him the last time he saw her. In it was everything that was known about the Asset, about the Winter Soldier, about James Buchanan Barnes. It was a thin folder and the details were sketchy at best, but what was in there was both soul-destroying and infuriating to Steve. What they did to Bucky seemed to mirror what they did to him, it was twisted and corrupt and little more than torture and slavery. They had stripped out Bucky and turned him into a machine.

Behind all the older, yellowed papers there had been a new divider installed with a string of dates written on it. All of them recent. Every page that followed was a report that said practically the same thing. A high-ranking Hydra official that had, at some point, worked on the program dealing with the Winter Solider. They had all been killed in the same way with the same weapon. The very same gun that had killed Sergeant Allen fired by the very same man. The pattern was erratic and unpredictable, but the targets were connected. Bucky was killing his creators. But he was always two steps ahead of whatever Steve tried and he was running out of options.

"So what's our next move?" Sam drained his coffee, dropping the scrunched up napkin and plastic spoon into the empty cup while Steve contemplated the question.

"Well the safe house we've been staying at for the past few weeks obviously isn't that safe any more. We don't know how long he'd been watching it." He pulled the file over and flipped to the most recent report. Normally there would be a trail of breadcrumbs to follow, but not here. Here it was hard to see what was coming next.

"He's been quiet for weeks and then suddenly he puts a bullet between the eyes of a guy trying to kill you. I don't know about you but it feels like he's tracking you more than you're tracking him."

"I think we're going in circles around each other, Sam. All these dead scientists," he waved a hand at the folder, "are simply taken opportunities. They're not random, but I don't think they're a plan either."

"So we abandon looking for his next target and wait for him to come to us?"

"If I were in his shoes I'd be looking for answers. We just need to know what que-"

"Captain Rogers!" A woman's voice cut him off, the sound of heels approaching rapidly – almost at a run – indicated her urgency. "Captain. Sorry to interrupt sir, but we think we've found him."

Steve and Sam stood at the same time and the woman quickly turned back around so they could follow her out into the hallway at a brisk march. "We have had eyes and ears everywhere for weeks with no luck. A few suspected sightings at the local homeless shelters but they see so many faces – especially unshaven men with long hair – that it's hard to be sure."

A sharp right turn into the biggest room of the small base, computers and large displays everywhere making even the considerably sized space seem claustrophobic. Steve scanned the monitors quickly, taking in the various red dots of potential sightings mixed in with the pulsing white of confirmed locations. "But this time it's a positive ID?"

"As positive as we can get without an agent or camera footage to confirm it." The woman came to a stop near a co-worker who brought up an image Steve was very familiar with.

"The Smithsonian?"

"One of the security guards gave us a positive when asked if he'd seen the man before," she began, bringing up the file on a nearby monitor. "Apparently, a man meeting the description comes in every few weeks and hangs around the Captain America exhibit for a few hours. We asked him to contact us if he sees him again."

"And he's there right now?"

"Yes sir, the call came in not five minutes ago."

That was all Steve needed to know. Thanking the woman, he exited the room sharply, followed by Sam. "Suit up. I want you on a nearby rooftop watching the exits. If he runs, follow him."

Steve barely noticed Sam's acknowledgement as he went through the situation in his head. The Smithsonian was a crowded place and Bucky's mental state was a complete unknown. He would have to be careful with this.

* * *

Comparatively, the museum was rather quiet. Normally there would be groups of kids trailing around after a tour guide and their parents or handlers following on behind. But it was mid-week and most kids were at school and their parents were at work so the only people in the Captain America exhibit were tourists mixed with the occasional stray local. This fact was both bothersome and reassuring. When there was more people it was easier for him to blend in and less chance he'd get noticed. But when it was quieter it gave him more room to breathe, to think. There was no crush of the crowds or over-excited children seeing images of their icons.

The Soldier stood, almost motionless, staring down at the video loop of Steve Rogers and Bucky Barnes laughing at something. _Best friends since childhood_, the narrator said. His eyes lingered on the smiling face of Rogers for a moment, flashes of a weedy little kid getting his ass kicked in an alleyway or a parking lot flaring briefly in his head and causing him to flinch. Jaw clenching, he forced himself to look away from the video only to catch his reflection in the display. The same display that had a giant image of the man Rogers believed him to be. Of the man the incessant memories told him he was. But he certainly wasn't convinced of any of it.

He was being watched. He could feel eyes on him and he tensed on instinct, only for the watcher to fidget in his peripheral vision. A young boy, no older than seven, stood staring at him with an open mouth and a runny nose. The Soldier stared back, frowning under the shadow caused by the baseball cap he wore, but the kid merely continued to stare even with the unblinking eye contact. Then the boy looked at the vid screen for a moment, before looking back at the Soldier. And the Soldier knew what the kid was about to say before he even opened his mouth. "No, I'm not."

"But you look just like him."

"He's dead, kid. Says so right there."

The boy looked at the dates on the display and shrugged. "They said Captain America was dead too."

The Soldier had no argument to that. No counter and no defence. Instead, he merely scowled. "Just because I look like him, doesn't mean I am him. It doesn't work that way." He didn't wait for a reply, he merely turned on his heel and walked off.

He found solace in the vacant room where they were playing interviews of Captain America's exploits during the war, a room which he had previously avoided. He didn't sit down for a while, choosing to stare at the projected screen with a mute, blank expression. Two interviews passed in that time, military men involved in the super soldier project which turned Rogers from a scrawny runt into the perfect human. It wasn't until the face of a woman came on screen that he was forced to sit just in case his knees decided to buckle from under him.

The name on the image was Margaret Carter but the name in his memory – the name that shook him that he knew at all – was Peggy. And she was Steve's girl. The Soldier swallowed hard, watching but not seeing, hearing but not listening. In the quiet room, with no one but himself and the video; the sound of the woman's voice drowning out the metallic sound of the Soldier's fist clenching so hard his fingers were digging into the mechanised joints in his palm.

It was a pub, filled with soldiers all singing and getting drunk. And that woman on screen, in her brilliant red dress with eyes only for Rogers. It was like he was remembering someone else's memories. The memories of the man that he both was and wasn't. Memories he didn't know how to react to.

The Soldier had become so lost to that flashback that he hadn't noticed someone sit on the opposite end of the bench. He should have heard them come in, felt the weight and the movement on the bench, but he was just staring blankly at the screen. Until a horribly familiar voice sent a bolt of lightning down his back. "I never was able to take her out dancing."


	3. Chapter 3

**Authors note: **Ooof, please don't get the wrong impression that this fic is going to continue to update at this pace, I have to take advantage of the muse while I have it.  
Other than that, I just want to say _**THANK YOU SO MUCH **_for all the views, follows, favs, and reviews. It means so, so much to me.

Also, I have no idea what I'm doing with action sequences other than the Cap 2 OST is so goooood to listen to when writing them.

* * *

The reaction was instant. A sudden jerk, one step away from a flinch, and the Soldier was on his feet. That was expected, Steve didn't think the man would be willing to just sit and have a conversation, so he rose just as quickly. Next would come the snap fight-or-flight, but he wasn't anticipating the decision to have been made so fast. The bench toppled over with a loud clatter as the Soldier surged forwards with a vicious left hook that Steve barely had time to deflect. The following punches too came so thick and fast that he was pushed back against the wall simply to avoid the barrage of blows. But he recognised the fighting style, the technique used with every punch thrown. These hits weren't intended for anything other than to disable his opponent, and while they weren't pulled, the Soldier obviously wasn't aiming to kill.

But the fact that Steve was now pinned against the wall didn't help. The whirr of the Soldier's metal arm gave a brief warning and with a grunt he dived out of the way, stumbling over the fallen bench while the Solider pulled his fist out of the plasterboard partition.

The projector still rolling, the face of an aged Senator Grant talking about the great successes of Captain America now hitting Steve in the face and making the opponent nearly invisible. He knew he was still there though - he could hear heavy boots on the floor, laboured breathing, the screech of the fallen bench as it was forcefully kicked out of the way. But he couldn't see him, the flashing light of the projector was just enough to effectively blind him. And as he made the mistake of lifting his arm to shade his face, the sound of those heavy boots slamming down hard in another charge caused him to brace himself.

In a heartbeat, the Soldier had pinned him to the wall, the edge of a metal forearm resting on his collarbone and pressing against his throat. He had him up, his toes barely touching the floor, the pressure of that arm the only thing holding him aloft. It was making it difficult to breath.

Though the projector flashed on and the light blinded him, Steve made eye contact in the gloom. The Soldier had lost his hat somewhere in the initial fray so all that was left to obscure those piercing blue eyes was locks of dirty hair, and most of that had fallen away from his upturned gaze. There was a cold, hard edge that the Bucky he knew never had – but the confusion, the hurt…that wasn't there in their last confrontation. "I'm…not gonna," Steve struggled against the metal arm at his throat, forcing the words out past the pressure point, "…fight you…Buck."

The Soldier made a low noise, deep in his throat, of frustration and irritation. Steve felt his airway tighten just that little bit more as the pressure was increased, but he could also feel a tremor. The Solider was visibly shaking, barely noticeable in the gloom, but Steve could feel it as it vibrated through that cold metal arm hidden under a leather jacket and something told him it wasn't from the effort of keeping him pinned.

"How do I know you?" It was barely a whisper, hissed out through gritted teeth and nearly inaudible over the sound of the video in the background. And when the reply didn't come immediately, the Soldier snarled, his voice raising. "How do I know you? _Who are you?!"_

"Steve…Rogers, you…" Steve pulled in a wheezy breath and focussed despite the black spots starting to form in front of his eyes. "You're my best friend. We…" it took all his strength, but he managed to lift his hand, resting it on the Soldier's metallic left shoulder. "We grew up together."

The Soldier's stare broke off and Steve felt the pressure on his throat easing, his feet once again finding contact with the floor as the Soldier let him slide down the wall. He was in shadow, backlit and starting to visibly sag – but even in the darkness, Steve could see those pale blue eyes flicking back and forth as if he were scanning for something on the inside of his arm. But the stare was vacant and the Soldier was lost in thought. Then a twitch, a jolt which pressed that metal arm back against Steve's throat with more force than last time. No eye contact, just a hoarse, whispered demand. "Who am I?"

In desperation and with a pained grimace, Steve's free hand tried (and failed) to pull at the vice-like pressure exerted on his neck. "You're from Brooklyn," he winced at the movement of his adam's apple and the force put on it. "American army. Sergeant. 32-"

Steve fell silent as he heard the Soldier start to mumble something, his eyes in a thousand-yard stare at the floor, the tremble echoing through the arm that pinned Steve to the wall causing the pressure to lift off almost entirely. He realised that he could probably turn the situation around, but instead he just stood still, his hand resting loosely on the Soldier's shoulder.

"32557038. Barnes, James Buchanan." The Soldier sounded a thousand miles away and hardly audible, but Steve caught that, loud and clear.

"Bucky…?"

The Soldier shuddered, eyes glazed but now firmly back on Steve's. He swallowed hard, tongue wetting dry, cracked lips before a look of recognition flashed over his face. "Steve?"

Then, before he could react, the Soldier snarled and his right fist connected with Steve's cheekbone.

Momentarily stunned and left staggering after the Solider tossed him aside in favour of running, Steve massaged his cheekbone and cursed, forcing his body to move as he noticed the man vanish out the door. Foresight had meant he told the guards to clear out and seal off the exhibit and right now he was grateful he had. Panic meant the Soldier wasn't thinking clearly; no matter the amount of training anyone could receive, once panic set in (coupled with the terror it was obvious the man was feeling), he may as well have been a regular civilian. A regular civilian with a nasty right hook.

Partially blinded from the transition back into the main exhibit and still foggy from being partially strangled, not to mention with the stabbing pain where fist had met bone, it wasn't surprising that the Soldier had vanished from view. Either he had forced his way out, or he was still inside somewhere. Breathing hard and banishing the black haze from the edge of his vision once and for all, he lifted his hand and depressed the button of the communicator in his ear. "Sam, any sign?"

"Negative, Cap. He ain't out here yet."

"Understood." He was still in the building then. Probably still in the exhibit. That was a small comfort. Of course Steve hadn't planned to take him in quietly, that's why he cleared out the civilians. But there were so many variables at work, there was no way to predict any of this. The Soldier – Bucky – was totally erratic and unpredictable. And yet again it felt as if they were going in circles around each other, though the proximity was a lot tighter this time.

There were no sounds in the exhibit other than the voice of the narrator talking over himself from each of the displays. The dim lighting along the walkways and spotlights on the stands didn't help, there were a lot of shadows to hide in.

Steve kept his guard up as he crept past the mannequins wearing the outfits of the Howling Commandos, listening intently for any heavy footfalls that may give away his target's location. But he was under no illusion that he was the one being watched, the Winter Soldier was a skilled assassin – possibly even better than Natasha in some respects – and cornered animal or not, that training is hard to shake.

Then he made a mistake. As he passed Bucky's display, he stopped, only for a brief moment. He looked at the larger-than-life portrait for a second until his eyes focussed on the reflection – and the intense pair of blue eyes staring back at him.

Steve dodged the first punch, metal fist passing his head and missing only by a fraction, but the following right hit him square in the ribs and forced him backwards. The onslaught was brutal but unrefined and while it had Steve firmly on the defensive it was, yet again, all about the Soldier trying to disable his opponent, rather than terminate. And he was winning. Every time Steve fought to find an opening, the Soldier closed it. For every door that opened, the Soldier slammed it shut. He was a force of nature and he wasn't slowing down.

There was a heavy grunt, a primal yell, and then a boot connected with Steve's chest. The force of the kick sent both men in opposite directions, but Steve took the brunt and was sent crashing through the display meant to honour the man he was fighting.

The Soldier picked himself up quickly, breathing hard and watching the downed Captain with the wariness of a wounded animal. He paused, waiting for the man to move, becoming as still as a statue as the seconds ticked by. No movement. He was still breathing, but he wasn't moving. By rights, the Soldier should be running – taking the opportunity to vanish. But he didn't. He did something totally unexpected, even to him. He approached.

"Get up." The command was ragged and hoarse, a barked order. And, when it wasn't followed, he planted a sharp kick into the soft flesh just under Steve's ribs. "On your feet, soldier."

When Steve groaned and folded in on the sudden pain in his side, the Soldier stepped back enough to get his attention. The eye contact was brief but enough to see the defiance in his opponent's eyes and the determined set of his jaw. He wasn't going to come quietly and to have hoped he was would've been a fool's errand. "Bucky?"

It was a last ditch appeal and it failed. The Soldier merely stepped back and took off at a jog towards the emergency exit. Steve, still reeling from being kicked through the display then having what felt like a steel toecap to the abdomen, scrambled roughly to his feet quickly enough to see the Soldier vanish through the door. A sharp exhale and a cough preceded a stagger forward, his finger already headed towards his earpiece.

"Sam, he's headed out the north emergency exit. Don't lose him."

"I'm on him."

Steve, limping until the initial sting wore off, took the stair well rapidly and dodged a confused looking crowd which gaped at him as he passed. The emergency door hung off its hinges and banged from the momentum with which it had been flung open. Steve scanned the skies until he saw the familiar shape of Sam's wingsuit on the horizon then, bruises be damned, he took off at a high speed run.

"Headed towards Mt Vernon Square, Cap. And he's really bookin' it."

Cursing under his breath, Steve picked up the pace.

"Scratch that. Franklin Square. He turned back towards New York Avenue."

"He doesn't know where he's going. Keep on him, Sam."

The quickest way was straight up, and if Sam's movements were anything to go by, the Soldier was zig-zagging through the streets and alleyways rather than taking the main streets. Either he truly didn't know where he was going, or he was trying to lose his pursuers by taking hard to follow routes. The screech of tires and the noise of metal on metal ahead made him slow for a moment. "Sam, status."

"Still headed north, he knows I'm following him now though, he's trying to lose me."

"Stay with him."

"I'm trying, I'm trying. Shi-"

There was a loud screech down the earpiece followed by what sounded like the loud roaring of the wingsuit struggling to recover. Ahead, Steve could see Sam making a tight spiral before stopping to hover.

"Sam?"

"Son of a bitch threw a manhole cover at me." There was a pause on the end of the line and Steve watched as Sam descended in the middle of the road ahead. The cars had all either stopped or crashed to a halt. "Sorry, Cap. I lost him."

Steve arrived just as Sam landed, panting hard. The traffic was in chaos and the Soldier was gone.


	4. Chapter 4

**Authors note:** This chapter is unbeta'd and subject to change.  
Furthermore, updates from here on out _will be slower_ than they have been. I've reached a plot point that's gonna be a bit of a sonuvabitch to get to work right and needs...careful attention. Put it this way, if I get it wrong the rest of the fic goes down the toilet. With a bit of luck the chapters will be a bit longer too, but the content is the most important part. Please be patient, I really hope the payoff will be worth it.

Oh and I am aware of the events of Agents of Shield but we're just going to ignore that for the sake of plot, thanks. Call it artistic licence. Same goes for the end bit.

As always, thank you for sticking with me and for all the notifications. Makes my heart sing, so it does.

* * *

Fallout. It was the only true way to describe the feeling that radiated through the small SHEILD base. Most of it was due to the clean-up needed after the failed attempt at bringing the Winter Solider in, the disarray caused in the Smithsonian and downtown DC not long after the massive clean-up of the damage caused by Project Insight. And it was, for the most part, considered a failed mission. The Solider had vanished and all leads they may have had in tracking his whereabouts had gone with him. Weeks of work, gone in a matter of minutes.

Steve idly ran his fingers over the edge of the shield in his hands, lost in thought. No matter how many times he replayed the events of the previous days in his head, he couldn't quite figure out a way of getting through to Bucky. He thought he had, for a brief moment, back in the projector room. In a few seconds that seemed like hours, it was Bucky that looked at him and not the Solider. Then he was given a fine hairline fracture to his cheekbone. Somewhere in the fight he'd also picked up a fat lip, several bruised ribs, a torn abdominal muscle and a bruised shoulder blade. Nothing that wouldn't heal fast – they already were – but the fact that it was yet another fight ate away at him.

"I told you that you should've taken that in with you."

Steve looked up to see Sam leaning on the door frame with two cups of coffee in his hands. With a weary smile, he shook his head. "I had to at least give him the chance. If I had gone in with this he might've –"

"Kicked your ass harder?" With a teasing smirk, Sam offered one of the cups which Steve gladly took.

"I'm just thankful he _did_ pull a few of those punches this time around. I don't fancy being put back in the hospital." Steve took a long sip and pulled a face. Sam wasn't exaggerating when he said the coffee was awful.

"Are you absolutely sure he was just trying to disable you? I mean he still got you pretty good."

"He was practically telegraphing his moves, Sam. I don't know what's going in that head of his, but he's not the same man I fought on either the Causeway or the Helicarrier."

"Well whoever he is now, he's gone to ground. We're back and square one at the whole base is…" Sam paused, making a vague hand gesture that Steve struggled to grasp the meaning of. "Well they're all kinda disappointed."

"I don't think they quite realise what it would have meant if I _had_ brought him in. He'd need to be contained securely for one and I don't think this place has the facilities. I'm not even sure SHIELD has the facilities any more."

Steve stood, leaving his unfinished coffee on the bench he had been sat on and picking up his shield. He gave it another once-over, satisfied that only the paintwork was damaged through all the punishment it had received during the Hydra attack. He spun it in his fingers once before setting it back into the armoured cabinet. "And if I'm honest," he continued, turning back to grab his cup. "I don't know what we would do even if we did bring him in."

"I'm not sure I follow, Cap. Does this mean you want to give up?"

"No, Bucky is my friend and he needs our help. But I don't think constantly chasing him like we have been doing _is_ helping. The closer we get, the faster he runs."

"And you don't think he's a threat?"

"To me? I don't think so. To himself…" Steve trailed off, losing himself in thought for a moment. "He's unpredictable but he will show up again. I think the best thing we can do right now is give him some breathing room."

"And hope he doesn't put a bullet between your eyes in the meantime."

"Sam…"

"I know, I know. You're convinced he won't." Same put his hands up, laughing to show he was just playing. "But at least one of us has to stay sane."

"_Captain Rogers to the debriefing room, Captain Rogers to the debriefing room_." The tinny little speaker in the armoury crackled at the announcement and Steve gave Sam a questioning glance. Both had given them their full reports, there was nothing left to answer.

Sam merely shrugged. "Your guess is as good as mine."

Handing the still unfinished, and frankly unfinishable, coffee to Sam, Steve exited the armoury and made his way down the corridor towards the debriefing room. Midway there, however, he was flanked by a pair of agents that matched his stride.

"Captain, sir, we've been ordered to bring you to the base director's office."

This caused Steve to slow to a stop, turning to face the agent who spoke. He was a new face, as was his partner, and considering that Steve could recognise everyone that worked in this small, understaffed base the new faces waved red warning flags. Though he would follow, the Hydra infiltration of SHIELD meant that he would have to be prepared to fight – even if the men were unarmed. "Lead on, agent."

With one agent ahead and one behind, Steve followed quietly into the place he had only once been before – the very first day he arrived. The agent in front opened the small, unassuming brown door and stepped to the side while his partner stepped and stood opposite him, hands clasped behind their backs as if they were there to guard the door.

Not letting the minor confusion show, Steve stepped inside the room. The door closed behind him but before he had chance to look a familiar voice caught his attention.

"Good to see you again, Captain."

Immediately Steve relaxed, a smile forming on his face, an understanding of the security falling into place. "Agent Hill. I thought you were working for Stark?"

"Technically I am." Maria began, smiling knowingly. "But what they don't know won't hurt them."

"Moonlighting for SHIELD?"

"It's a good cover and gives a great alibi if I'm forced to answer any more questions. And Stark has the best lawyers."

"So why are you here?"

Her smile dimmed and gestured to the vacant seat in front of the desk which Steve took swiftly. "I read the report about what happened at the Smithsonian. And that you suggested taking the pressure off finding the Soldier for a little while. Do you think that's wise, all things considered?"

"Yes ma'am." Steve nodded once, folding his hands in his lap. "The harder we push the faster he runs. We'll never catch him that way."

"Well he's your friend," her tone was sceptical as she spoke that word, "and this is your case. You call the shots on this one."

There was a brief pause as she frowned at him before reaching in to a drawer beside her. Pulling out a file, she dropped it open in front of Steve. "Shenandoah National Park. I'm sure you know it."

"I know of it, I don't remember ever visiting it."

"Well now's your chance. You probably won't get time to enjoy the scenery though." She flipped the first page over to show a pair of satellite images, the first showing what looked to be an unassuming forest clearing. The second showed the same clearing with a helicopter. A helicopter with SHIELD livery. "To answer your question, no. This is not one of our bases."

"But it _is_ a base?" Maria nodded once. "Hydra then. Where did this information come from?"

"That's what bothers me. It came from an anonymous source."

"Well it makes a change for SHIELD to be telling me I'm actually walking _into_ a trap, rather than letting me find out for myself. Anything else important?"

"That chopper. We managed to get an ID on it. It was the one Alexander Pierce used, we think that this base is one of the more important ones. We don't think it's big, but it'd be fair to expect heavy resistance, even with the state that Hydra's currently in."

"Understood." Steve thumbed through the rest of the file but there wasn't much left to go off of. "I'll need a team."

"I'm sorry, Cap. We don't have the people to spare." All she could do was look apologetic at the questioning –and slightly alarmed – frown that Steve gave her. She sighed, rubbing her forehead in thought. "I can give you a chopper and pilot, but this one will have to be you and Wilson. You know I'd give you a team if I could, but the FBI are still trying to nail us to the wall."

"Alright. We'll leave before dawn tomorrow."

* * *

In a quiet back alley somewhere north-east of the Potomac, sandwiched between a diner and an office block and last in a row of four, was a simple nondescript dumpster. A simple, nondescript dumpster with armour plating and a nearly unbreakable biologically encoded lock which had been fixed to the floor so that there was no way it could be moved.

Many had tried to break into it over the years, that was obvious by the scuffs and scrapes on its black outer shell. Every minor dent and deep scratch told a story but the ending was always the same. No one was able to get into it. Except for one or two who knew _how_ to get into it. When it first appeared nearly forty years ago it had become something of a local curiosity but now it had faded into just another strange thing. Forgotten and abandoned. At least until recently,

In inky black shadows of the small morning hours, a figure in the shadows approached the dumpster and pressed their thumb to the lock. A brief light flickered along the secure seam and the lid popped open with barely a whisper.

The light inside was dim but enough for the Soldier to see by and he was just glad that Hydra had forgotten about this dead-drop site. It had been inactive for years but since the helicarrier incident it had become a lifeline. There was no way he could wander around the way he was (soaking wet or not) and the array of weapons stored was enough to drop an army. Which is just as well, as that was pretty much what his next target was.

He switched out of his civilian clothes quickly, totally unseen in the darkness of the secluded alley, and shrugged on the leather jacket he usually wore to hide his biggest give-away. The rest was routine. Grenades, knives, clips, all the usual assault mission gear. A small black box he grabbed was the locator for the base which he shoved into a pocket on his leg. Finally he pulled out a large, sleek, black case from the bottom of the dumpster, along with a roll of money which he pocketed.

Resting the case on the edge, he unclipped the catches and checked on the several weapons sat snug in their foam depressions. There was no need for the sniper rifle this time. This was going to be too close quarters for that.

Satisfied he had everything, the Soldier closed the lid of the dead-drop and listened to it lock instantly. He knew where he was going, roughly, but getting there was a different matter. He would have to be creative. He had been likened to a killing machine but that wasn't entirely true. Machines couldn't think for themselves.

He exited out the back of the alley into the diner's small parking lot and scanned the cars parked there until he found what looked to be the oldest one. As expected, it made no sound as he put his elbow through the window and popped the lock. Likewise, it was an easy hotwire and, driving casually so as not to attract attention, he exited onto the main boulevard. He knew it wouldn't be long before the owner reported the car missing and the cops would start looking, but he didn't need to car for long. He knew where he was going.

Once he located the proper route and followed the signs, it wasn't hard to keep to the main streets and keep a low profile. Even in a stolen car. As far as everyone else knew, he was just another commuter trying to get home. There wasn't that many cops around either and the one that went past didn't suddenly make a u-turn and flash him down. And with the Andrews Field Air Force Base closing fast the night felt like it was going to go easy – and considering that the second part was probably going to be tricky, the Soldier welcomed the fact that it felt like child's play.

The airfield was surprisingly easy to get onto, given the type of aircraft they were keeping there, but the Soldier wasn't about to complain. He had to avoid what looked to be manned barriers on the approach, but with the headlights off getting around them was far too easy. As usual, the military was showing itself to be utterly incompetent. But if their incompetence and poor night-time security detail made his objective easier then he'd take it. He parked the car carefully so as not to arouse suspicion, retrieving a pistol from the case and screwing a silencer onto the muzzle before snapping the case closed and exiting the vehicle with it.

The patrolling guard was dead and pulled into the shadows before he even noticed there was an intruder, and the Solider wasn't in the mood for too many unnecessary deaths. There would be enough necessary ones later.

He found what he was looking for quickly, an army helicopter left sitting there for the taking. With a cursory scan of his surroundings until he was satisfied he would be undisturbed he approached the chopper at a walk. The door was locked, of course, but the Soldier merely ripped it open. A quick electric pulse through the starter was enough to get the blades moving and the helicopter was in the air within moments.

The alarm was raised a few minutes later but by then the Soldier and his chosen transport for the night had vanished into the darkness.


	5. Chapter 5

**Author Note:** Decided to split it. I wasn't comfortable having these previous 2k length chapters and then one well over 4k. Besides, it kinda works better this way.

Alas, I cannot action sequence. Aaaand this whole thing reads...clunky. Ugh, the next chapter's going to be a bastard and a half.

Also I spent all of last night reading Brubaker's Captain America run and I have fallen so deeply for Bucky Barnes it's ridiculous. He's bitter and cynical and sarcastic and I love him so much. Also, Brubaker's writing has just...given me permission for both Sam and Bucky to spit profanities for emphasis. Cap won't tho, he's too squeaky clean to be potty mouth. Anyway. Rambling.

* * *

The early dawn bore a faint red haze on the eastern horizon, painting the silhouette of the speeding helicopter in sharp relief against the clear morning sky. They were headed west, away from the approaching daylight, chasing what little night remained. The SHIELD livery had long been removed from the chopper but the tech remained the same and for as long as they could they would be flying dark; completely invisible to radar and any other sensory equipment. The HUD told the pilot everything he needed to know, especially as flying in the strange half-light of dawn could be trickier than flying in the middle of the night. The shadows and created illusions of depth and screwed with perception. It was also why the casual chatter that the three-man team had been engaged in at the start of the trip had faded into silence.

One of the icons on the display flashed and the pilot swung the chopper around to the north before pulling up a live thermal scan of the area. Most of the image was the expected black and blue, the occasional hotspot which the computer identified as an animal. But as they headed further north a fuzzy white blob got larger and larger on the screen. The base shouldn't have been giving off that much head. Both Steve and the pilot focused on the gloom outside the window, the dim morning light illuminating a large pillar of smoke rising from where the base clearing was – under-lit from the still burning fire. That wasn't part of the plan.

Sam had seen it too. "The hell's goin' on here?"

As fast as he could work while hovering above the LZ, the pilot frantically pulled up the long-range night vision cameras – it was a risk, they would have to switch out of stealth flight for it, but it didn't look like stealth mattered any more. The man swore when he saw the image. The still-burning remains of a helicopter rested on the edge on the edge of the clearing, the blades buried into the trees. "That's the chopper that was stolen from Andrews Field this morning."

"Wait, hang on a second," Sam cut in before Steve could reply. "A military air base gets a helicopter stolen and they don't even bother to send the word around SHIELD?"

"No sir, it was only reported twenty minutes before we took off. SHIELD is currently low down the notification priority order."

"And I suppose the military is trying to keep it quiet." Steve rolled his eyes, looking back at the desaturated infra-red image.

"Yes sir, it seems that way."

Sam sucked his teeth with an annoyed grunt. "Well at least we can tell them where their chopper is."

"Look at that." Steve touched the image, zooming in on a specific area. "Looks like it was crashed on purpose. That's some heavy artillery it took out."

Hidden in the treeline, out of sight from any satellite surveillance, was a large gun turret. From the way it was buckled there was a good chance it was designed to pop out and shoot trespassers. The pilot that ditched the chopper into it either knew this and took it out deliberately, or was taken by surprise and took emergency action. Steve didn't know which scenario he preferred and while he was ultimately grateful that they weren't being shot at by was probably an anti-aircraft weapon, there was still too many questions about it. He was prepared for a heavily fortified, if small, base. Not whatever he was seeing here.

"Any clue about the pilot?" Sam, who looked just as troubled as Steve felt, leaned forward and squinted at the screen.

Their pilot shook his head, changing the image on the screen to the still burning cockpit. "Everything's too mangled and hot to tell if there's anyone still in it." He zoomed out, pressing a button which caused the camera to scan for bodies. "No bodies in the immediate vicinity. No life signs either"

"I'm not entirely sure that's comforting." Sam stated, flatly, as he tightened the straps on his wingsuit, looking exceptionally sceptical about the whole situation. Steve couldn't help but feel the same way.

"This isn't what we planned for, but we can't back out now. Take us down."

"'Fraid not, Captain," the pilot shook his head, flipping several switches and pulling the helicopter into a better position. "The LZ is unsafe, can't take the chance. I'll take you down as close as I dare but it'll have to be an aerial drop. The only alternative is three clicks west and I somehow don't think that's an option."

"You're damn right it's not." The annoyance seemed to resonate off Steve but he knew it wasn't the pilot's fault, he couldn't compromise their only extraction. He removed his flight helmet and joined Sam in the back. "Head to the alternate LZ, we'll meet you there for extraction."

As the pilot confirmed the order, Steve clipped on his helmet and picked up his shield. "Sam, I want you to do a sweep of the area. Make sure there's no one hiding out there, ready to surprise us."

"Sounds like a plan."

Sam jumped out first, falling far enough away that his wingsuit wouldn't get caught in the draft from the helicopter blades before firing and jetting off to scout the perimeter. The pilot shouted a call of good luck and Steve merely nodded, jumping out after Sam.

The drop wasn't massive and the landing wasn't tricky in comparison to some of the others he'd had to do, the shield taking the brunt of the impact on the soft earth of the clearing. The morning light was starting to get stronger now, filtering through the trees and casting long, pale shadows over everything. The sound of the chopper retreating left the clearing with an eerie silence, the local birds having been scared off by both the earlier crash and his own transport. The effect was unsettling, especially with the gentle crackle of the burning wreckage not far off. Steve didn't like it; it felt like something nasty was going to be waiting for him inside the base.

Scanning the tree line, Steve approached the wreck as close as the flames would allow. He doubted that it would explode – considering the debris and scorch marks suggested that the fuselage already had once. The mangled shell told him little - the footprints nearby, however, told him something more. Given the way that they were scuffed, whoever was in that thing had jumped out and landed hard but still managed to break into a run. He wouldn't be alone in his assault then. The initial plan was starting to look harder and harder to carry out. He'd have to improvise.

As Steve approached the entrance, Sam landed nearby. "All clear, Cap."

"Good. Stay out here but keep in radio contact."

"Leaving me out of the action again, huh?"

One questioning look at Sam and Steve could see he was teasing so he merely huffed out a laugh and shook his head. "Doesn't look like I'm going to be alone. Our friend from the downed chopper's in there."

The door to the base would have been well hidden, half sunk into the ground and covered by thick grasses. It would've been hard for anyone to spot unless they were right on top and Steve reckoned even he would've struggled to spot it had the doors not been forced open.

Sam whistled at the sight of the twisted metal and now totally non-functional doors. "Yeah, and they got in with some serious force. Those must've gone off with one hell of a bang."

"Hydra made a lot of enemies. It's likely whomever that anonymous source was that disclosed this location didn't just send SHIELD the details."

"Well let's just hope that the guy with the kind of firepower that would do that to the doors isn't hostile towards SHIELD too. Good luck in there, man."

* * *

Stepping through the mangled metal doors, Steve was hit by the overwhelming smell of the assault. The first thing that was noticeable was the strong smell of smoke and the haze still lingering in the air, the second was the copper tang of blood coming through like a strong afterthought. This wasn't an assault - that implied that there was a fight. This was a massacre; the bodies on the floor had no _time_ to fight back.

The sight that accompanied the smell turned his stomach. The troops inside had obviously amassed to greet their attacker after their exterior defences were destroyed. And slowly Steve pieced together the scene, stepping over bodies and keeping an eye out for anyone still breathing.

Some must have initially been thrown by the force of the doors being blown open, a dismembered arm – still holding a gun with no owner in the near vicinity – suggested that the explosion was enough to kill. A quick scan found an innocuous looking canister amid the bodies; a smoke bomb had been rolled in and caused enough of a distraction for the rest of the soldiers to be wiped out. With the amount of carnage and the skill with which the number of troops were dispatched, Steve was starting to think there was more than one participant attacking. "Looks like multiple hostiles, I'm guessing three…maybe more."

"Shit dude," came the reply, "sounds like we missed one hell of a party."

The shots were all clean, there was no need to double tap with any of these victims, they were all dead before they hit the ground. Steve knelt next to one of the fallen, the bullet wound to the head was the kill shot but still he felt the exposed skin on the neck – and it wasn't to check for a pulse. Still warm. This was very recent. There was little doubt in his mind that he would meet the people responsible for this further in. That wasn't a thought he relished. The culprits were brutal and ruthless. He doubted he'd find anyone alive, those kind of people didn't ask questions.

Further in there was a glass-walled office and Steve figured it was the main desk. There were two bullet holes in the glass. As he suspected, toppled back in their chairs were the two bodies of the guards – they weren't even armed. The bank of screens behind them showed nothing but static.

The unsettled feeling in his gut refusing to go away, Steve carried on to where the corridor forked in two. There was no signposting and no more bodies but the left corridor ended in nothing but darkness. The right was more promising in that respect so Steve adjusted the shield on his arm, drew his pistol and moved on with caution. The curve in the corridor was gentle but enough to take the main split out of sight when he looked back. That rang alarm bells, it would be too easy to get approached from behind.

Those worries, however, soon fled. He stopped, dead in his tracks, at the sight in front of him. It was the last thing he expected to see.

An elevator.

He was expecting this base to be a small labyrinth of tunnels. He wasn't expecting to find it to go much deeper. And he certainly wasn't prepared for the elevator to be rising to meet him. There was no time to turn back or call Sam. He'd have to greet whoever was in that elevator head-on.

A stillness fell over the corridor as the bell dinged, time slowing to a crawl as the doors slid quietly open to reveal almost a dozen heavily armed soldiers. There was a split-second pause as the two parties locked eyes before all hell broke loose.

Shouts in Russian, German and English echoed through the base as the soldier's charged, muzzles flashing and a deafening cacophony of gunfire. Bullets ricocheted, bouncing off the shield and the walls as Steve ducked down, upper cutting the nearest soldier and hitting another around the face with the edge of his shield. Both went down but there was just too many. The quarters were too cramped, there was too much going on and he was severely out gunned.

The fight was brutal and dirty and for every gap Steve created for breathing room, two more soldiers filled it. He'd run out of bullets and missed too many times. And somewhere, Steve wasn't sure where, he had thrown his shield at an angle that he couldn't quite work out properly. The result was the shield embedded deep into the wall and the soldiers swarming him.

He had taken out nearly half their number but it wasn't enough and, lifting his hands into the air, he surrendered. A swift kick sent him to his knees, a string of foreign curses spat his way while another spat blood onto the floor in front of him.

As the hydra troops calmed, a strange confusion spread through them and they started arguing with each other. At any other time Steve would have taken advantage, but with four guns aimed at his head he wasn't willing to risk it.

They barked at each other, English overlapping with Russian overlapping with German so much it was hard for him to concentrate on any one language. But he did notice one thing being mentioned over and over again. In between the insults thrown both at him and between themselves. One word. '_Soldier.' _Not plural, singular. Mentally, Steve went back through the carnage at the entrance and started to re-evaluate his initial conclusion. Not multiple hostiles. One very skilled, very ruthless and brutally efficient hostile.

'_No. Surely not.'_

Too late did the soldiers notice the cylindrical canister rolling right into the middle of their grouping. Too late did they spot the silver sphere that followed it. The first caught Steve by surprise, the second filled him with panic and he dropped his hands to his ears and closed his eyes.

The cylinder hissed out the thick grey smoke, spinning in a circle and causing the cloud to bloom upwards. Then, amidst the confusion, the silver sphere exploded. It wasn't a bomb, there was no force that knocked people off their feet, but the flash it created was blinding even with the smokescreen; the noise enough to deafen those close enough.

In the chaos and fog, amid the shouting and confusion, Steve became aware of the pair of men who had rifles pointed at his head slumping to the floor with holes in the back of their skulls. He became even more aware of a dark shadow passing him in the smoke, singular shots flashing from the muzzle of a silenced pistol.

One by one the soldiers fell and the smoke cleared.

Steve staggered to his feet, shaking off the effects of the smoke bomb and flashbang combination. Eyes watering and nose stinging from the smoke, ears ringing from the flashbang. His already bruised ribs sent a blossom of pain streaking through his abdomen, his head screamed at him – somewhere in the melee he had lost his helmet and been smacked over the head with something. Probably the butt of a rifle. But all he could do was stare at the back of the man who had torn through the company as if they were nothing.

The Soldier was examining the shield buried into the wall with what looked like a mild fascination. His head tilted slightly as he transferred what looked like a brown file, thick with papers, from his left hand to join the pistol in his right. Then he yanked the shield out of the plaster and brick as if it were nothing.

Steve said nothing as he watched his former friend turn the shield around, as if he wasn't even aware that Steve was there. The micro-expressions that crossed the Soldier's face were unreadable. The moment stretched on and the longer it did, the more Steve didn't know which way it was going to go.

"How many times," the Soldier began, still staring intently at the shield in his grasp, "am I going to have to rescue Captain America?"


	6. Chapter 6

**Author's note:** Unbeta'd. Again. Expect errors.

Anyway. I've started to lean heavily on the things that comic!Bucky can do because we know so little about movie!Bucky right now. Leaning towards that in personality too, I think. Actually, I have no idea what I'm doing any more tbh.

Gonna be honest here, I'm a self-depreciating soul and see everything I do as garbage. So believe me when I say that every kind word, favourite & follow means _so, so much_ to me. It's that encouragement that's keeping me writing.

Also as a note, I tend to expel all my frustrations when it comes to writing on my tumblr. You can find me at bitterwintersoldier co vu (put dots in the spaces). It's easiest for me to reply to questions about the fic there too, if you're curious about something.

* * *

The Soldier stared intently at the faded and scuffed paintwork on the shield in his hand, his little finger tapping on it idly. He remembered holding it once before, long before the assassination of the one-eyed man or the altercation on the causeway. On a train, high in a snowy mountain pass. He'd had that memory before – frequently in fact. It was the most common of his nightmares. The fall.

"Bucky?"

He responded to the name automatically, like it was instinct. Reacting to it was as natural as breathing and even now he didn't totally understand why. The only time he was called that name was in those persistent memories that refused to stop interfering in his thoughts. In between all the memories of carrying out orders were memories of two boys playing in a small courtyard or on a school playing field. Of that name. Time and time again.

He was staring sideways at Captain America, his gaze sharp and penetrating. The man's posture was guarded, every inch of him a conflict of wanting to relax but unable to. He was giving himself away even when he wasn't meaning to. The Soldier knew why, of course. The Captain didn't know if an attack was coming or not. That was his fault, the Soldier admitted to himself, the incident at the Smithsonian was ugly but he wasn't quite sure what the Captain had expected.

But right at that point in time, and regardless whether the Captain knew it or not, the Soldier was in control of the situation.

"Ты дурак," he turned, tossing the shield down at the Captain's feet where it spun on its edge for a moment before stopping with a metallic clatter. Its owner didn't make a move to pick it up, instead he was staring at the Soldier with a puzzled expression – which he met with one of confident defiance. '_Don't act stupid'_, said the voice that had been coming back louder than ever since the bridge, '_I know you can speak Russian'_.

When he got no response a flash of frustration crossed his face and he ground his teeth together. He was starting to regret not smacking the Captain around the head with his own shield. Instead, he broke eye contact, focussing on his hands as he transferred the folder back into his left hand. "You shouldn't be here."

"Something tells me you shouldn't be either."

There was something in the way the Captain replied that triggered an emotional response that had been buried so deep the Solider wasn't even sure he knew he had the capability for it. For the briefest of moments, with the most fleeting of expressions, he smiled. It wasn't anything more than a faint tug at the lips and it was easily missed considering he never looked away from inspecting the nearly empty clip in his pistol but it even caught him by surprise. What surprised him even more was the sound of his own voice. "Figure that out by yourself, did you?"

The Soldier paused, blinking a few times at what he had said but he was given no real time to stand and ponder why he had said it or how the hint of sarcasm had coloured his voice. The Captain was moving in the corner of his eye, picking up his shield.

"It's not like you're being secretive about it, Buck."

The man was smiling. When the Soldier eventually looked back up at him, the Captain was smiling at him in a way that caused him to frown in confusion. Even more confusing was the urge to smile back - an urge he banished quickly. This situation was getting utterly ridiculous and the insufferable blond man was going to be a liability if it carried on.

"You need to leave." He holstered the pistol and moved to walk back the way he came, casually stepping over the bodies as if they were little more than an inconvenience – which they were, if he was honest with himself.

The Captain had other plans, of course, and grabbed him about the forearm as he passed. While the Soldier could quite have easily have reversed the hold or dropped the file clasped in his left hand and gone for a punch or choke hold, he simply settled the man with a look and listened. "You know I can't do that."

'_Typical Steve_,' said that voice again; his but not his. The Soldier snatched his arm free, shaking his head as he walked off down the curved corridor fully aware of the Captain following him. "Never could walk away from a fight," he muttered under his breath, only aware he had spoken until he heard the man behind him laugh. His free hand came up to his forehead as he rounded the corner at the end of the corridor and made his way back to where he had come from, massaging the spot between his eyebrows. He never expected this task to be easy, but the Captain was a unforeseen complication. And not one that could be fixed easily.

"What's in the file?"

The Soldier could feel that the man behind was overflowing with questions he wanted to ask but he went with that one. It was almost as if he hadn't been saved from a bullet in his skull not five minutes ago. '_Some things never change_.' Rolling his eyes and almost missing a stride, the Soldier huffed out a sigh and handed the file backwards. "I am."

He made a sharp left turn as they entered the darkest part of the corridor, entering the dimly lit records room where rows of filing cabinets loomed in the shadows and the dry smell of paper and dust stung the nose. Hardly breaking step, the Soldier removed the pistol from its holster and placed it on the main desk which he had re-purposed into his base of operations – the computer and documents had been swept onto the floor to make way for the large gun case which was now open, the contents all loaded and waiting. He carried on walking, moving in and out of the shadows caused by the dull bulbs overhead.

He was aware of the Captain flipping through the file at the end of the row but paid him no mind, merely focussing on sorting through files from the end of the 40's. He was almost tempted to ignore the man when he heard him speak. "What's the point of this, Buck?" A beat, a breath, the file being dropped on the table. "Why are you here?"

The Soldier zeroed in on the file he was looking for, pulling it free and slamming the drawer closed behind it. "Because," he started, his voice harsh and low and rough, "I remember you."

There was silence from the end of the row as he approached even though there was a loaded question hanging in the air, one that the Soldier was just daring the Captain to ask. So, of course, the Captain stayed quiet.

"I. Remember. You." He repeated, grinding out the words through a clenched jaw, stopping with his face mere inches from the Captain's own. He knew that anger and irritation was radiating off him in waves but he didn't care at this point. "But I don't remember who the fuck I'm supposed to be."

He lashed out, left fist connecting with a cabinet nearby with a loud metallic crack and leaving a sizeable dent. He stalked past to his substantial arsenal and slapped the new file down atop his own with a huff. The nearly-empty silenced pistol was the first thing he picked up, quickly reloading it and dropping the spent clip onto the desk. Purposefully ignoring the man behind him even though he could feel every movement, he shoved the pistol back into its holster before picking up the pair of SMGs and lifting them over his shoulders until they stuck to the magnetic clip on his back.

"Let me help you, Buck. Please."

The Soldier's shoulders sagged at the plea, his head drooping slightly. He didn't want the Captain's help simply because he knew that it would work. And the man sounded desperate to the point where it was almost exquisitely painful. But the Soldier knew a thing or two about blocking out pain. His response to the Captain was for him to roll his shoulders and pick up the automatic rifle.

"I have to finish what I started." He turned and made for the door at a swift march, turning back towards the fork in the corridor. "Talk to me about 'helping' when it's done," he added, mostly to himself.

"I'll hold you to that."

The Soldier could practically hear the Captain smiling as he followed him down the corridor and it was much as he could do not to grumble. _'Of course you will,'_ said the voice, his voice, inside his head. '_I'm counting on it.'_

He didn't stop or turn at the fork, he carried on back towards the entrance but he heard the footsteps behind him slow for a moment before they caught up in a rush. Again he could feel the question lingering unasked but he simply ignored it, stopping to the door of the glass-windowed office. He tried the handle in the vain hope that it was open but wasn't surprised to find it locked. Standard protocol.

There was no time to stand on ceremony so his boot became the key for the lock, the door slamming backwards on its hinges from the force. He followed it in, pushing the dead guards from their chairs as he took in the desk monitors and bank of video screens on the wall. They must have had orders to shut them down should the base get compromised. He swore colourfully under his breath, weaving an intricate tapestry of expletives that included most of the European languages along with English.

Frustrated, he put his gun onto a now-vacant chair with a little more force than was needed and ran his fingers through his hair. He needed those monitors up and running but there was absolutely no time to mess around with electronics. He'd have to do this the old fashioned way.

"What's the situation?" The Captain stood at the door, the office not big enough for both of them and the two bodies, was scanning the hallway for signs of movement.

"Must be a shutdown code. It's basic but I don't know where to begin cracking it," he had crouched to look at the underside of the console, metal fingers running along the bottom until they hit what felt like a hatch. He dug in for a grip, forcing fingers into the seam where the two edges met before pulling the panel off and tossing it aside. "I'm hoping a hard restart will be enough."

He grabbed a fistful of wires in his left hand while his right went to his belt, pulling out the same knife that he had tried to attack the Captain with back on the bridge. "These look important," he commented to himself, a faint half-smirk dancing across his face as he shaved off bits of the plastic coating from the wires. Then, tucking his knife back into its sheath, he sent a sharp electrical jolt from his arm through the system.

The console sparked but the effect was immediate, the system starting to reboot from the minor overload. It was outdated technology, all things considered. They would come to regret giving him the ability to discharge electricity, if they didn't already.

He stood and turned to watch as the monitors flickered back to life one by one, frowning as he scanned from one feed to the next. The base below was on high alert and what was left of the guards was amassing at the elevator. He didn't expect for a second that they would come up, that would be too easy and would leave the rest of the facility unguarded. They would wait for him to come to them and corner him in the elevator. Predictable.

The rest of the screens showed various groups of scientists, each with a heavily armed guard in the safest locations of the base. Also predictable. None of this would be a problem if he was on his own, but he found himself babysitting a man who practically charged in yelling 'freedom' at every given opportunity.

No, he wasn't having that. Captain America would have to do it _his _way or not at all.

Quickly, he picked up his assault rifle and exited the office, marching with purpose towards the elevator. "You might want to tell your man outside that you'll be losing comm signal for a while," he spoke over his shoulder, barely tilting his head towards the Captain. "Nothing gets in or out of the basement except the hardline. Which is disabled."

"How did you know I had a man outside?"

The Soldier didn't respond, stepping over the bodies to get to the elevator. It was still sat vacant, waiting for the order to return back into the bowels of the base. He entered and turned to look out the doors, eyebrows lifting in a silent question. '_Are you coming?'_

The Captain blinked once before nodding. "Right," he said, following the Soldier in and standing beside him, lifting a finger to his ear as the doors closed behind him. "Falcon, going to lose signal. Stand by."


	7. Chapter 7

**Author's note:** I wish I knew where this was headed, other than into another firefight. I mean I know the final destination and a couple of the stops but how we get there is shrouded in fog. The characters are driving this train.

As always, I love you all.

Oh and yes, the Howling Commandos did have EMPs and walkie-talkies disguised as quarters (they even had a homing beacon in them). Thank you very much, Agents of Shield, for giving me that toy to play with.

* * *

As soon as the elevator started its descent and before Steve could even open his mouth to speak, the Soldier moved. He stepped back as far as he could, looking upward at the roof with an expression of concentration that shouldn't be broken by idle chatter. He hummed in thought, running his tongue over his bottom lip as he scanned the tiles above - little things like that were what Steve couldn't help but notice. They were things Bucky used to do, before all this.

There was little time for nostalgia as soon the Soldier shoved his assault rifle at Steve without even looking. "Hold this," came the instruction. It wasn't an order, there was no commanding air to it, but it wasn't a request either.

He bounced once on the balls of his feet before jumping up onto the metal railing that ran around the elevator at waist-height. With an elegance that Steve didn't think a man in such heavy gear could manage, the Soldier balanced on the bar and braced his right hand on the roof. Running his left over a slightly mismatched tile until he found the emergency hatch, he rattled the lever to no avail.

Steve simply watched with curiosity as the Soldier hissed under his breath and thumped the latch area once, testing it for give before slamming that metal fist of his into the place that moved the least. With a sharp crack, the latch broke from the force and the hatch bounced in place. The Soldier pushed it open with little resistance and, using his left arm as leverage, swung himself up onto the roof.

"Uh, Buck?" Steve stepped directly under the open hatch, squinting up into the darkness. "Care to tell me the plan?"

There was a grumble from overhead and the Soldier's face appeared. "There is a company of armed guards waiting for this elevator to stop in the basement. If we stay in there, we will be shot to shit." His right hand appeared, palm open. "Gun."

Steve frowned, handing over the rifle and watching it vanish up into the darkness. There was the sound of the weapon being placed down before the noise of scuffling boots and a grunt, the Soldier appearing in the hatch again, this time bracing against the edge and extending his left arm towards Steve. "Come on."

With one jump Steve grabbed the Soldier's wrist and the metal fingers closed around Steve's own with an unshakable grasp but the Soldier huffed loudly at the added weight and growled at the strain. The unmistakeable sound of mechanical whirring kicked into overtime as Steve was pulled upwards. "Yanno, it's a good job you're not a great big musclebound brute or else this would be _really_ difficult." The Soldier groaned, his teeth clenched from the strain of lifting Steve until he could get his own grip on the edge of the hatch.

Once his own hold was established and he was halfway up out of the hatch, the Soldier let him go so that he could clamber the rest of the way himself.

More mechanical clicks and whirrs pulled Steve's attention in time to see the Soldier flexing his arm, seeming to get it back 'in gear', before closing the hatch and picking up his assault rifle. The elevator was already starting to slow and the Soldier was busying himself with pulling out a silver sphere from a pocket, giving his rifle the once over before crouching at the hatch to wait.

"Are you planning on telling me what to expect down there, or am I just going to have to go in blind?" Steve mirrored the Soldier, unclipping the shield from his back before crouching and bracing his free hand on the metal roof of the elevator.

"SHIELD has a Fridge, Hydra has a Freezer. It's a top-level research and development lab." His voice was low and hard to hear over the noise of the gears and mechanisms of the machine they were surfing. "It's also where they keep their most valuable assets."

"Assets?"

"State of the art weapons, biomechanics, the kind of computer tech that SHIELD would never green-light in a million years." The Soldier shrugged, sounding utterly non-committal as he listed off the contents of the base they were rapidly approaching. The sound of the breaks on the cable meant that Steve almost missed what he said next. "But I know that their most valued asset isn't currently available to them."

Steve watched as the Soldier cracked the hatch open slightly as the elevator finally stopped and the doors pinged out their arrival. "Oh? What's their most valued asset?"

No answer came, only a finger resting on his lips. The sound of boots and confused chatter below caused them both to fall silent. The Soldier lifted the hatch a crack, the light from inside hitting a single pale blue eye as he watched a section of the puzzled company enter. The voices were indistinct and while the words sounded like English, there was a mix of accents just like the soldiers from the corridor. It was impossible for Steve to hear what they were saying.

The Soldier rolled the sphere in his hands over in his palm, fingers ghosting over the casing until they found a depression. The click was faint as he pushed a button inward before flicking it in through the opening.

Perfectly aimed, the sphere bounced twice through the legs of the soldiers, the sound of panic escalating as they tried to escape from it. It was no use, of course, and for such a small grenade, the explosion was massive.

Amid the screams and the smoke, the Soldier threw back the hatch and dropped down in one smooth movement. His assault rifle roared into life as soon as his boots touched the floor and the unfortunate men that had failed to get into cover were mown down with frightening speed.

The smoke still thick and acrid, the smell of death and singed flesh, the echoing rattle of the Soldier's assault rifle. It all seemed so familiar to Steve as he dropped from the hatch. If he imagined really hard they could be back in the war, charging into a Hydra base on German soil – but the differences were marked. He wasn't leading the charge, for one and the Soldier – the man who _was_ Bucky – was a force of nature.

Steve sent his shield flying, the Soldier stepping sideways out of its trajectory as if on instinct. It rang off the helmets of flanking troops and Steve took advantage of the way they staggered backwards, disabling them quickly and with little fuss when his shield returned to him. If there was room to breathe, room to think, he would be realising how out of depth he really was in this base. Three companies of fully armed gunmen in tight spaces he was unfamiliar with. Even if he had Sam in to help him, they would have either been captured or killed.

But there wasn't time and just as the three men he'd taken down hit the floor there was a loud curse from the Soldier's direction and suddenly Steve found him being dragged backwards by his shield and flung around a corner at speed split seconds before a stream of bullets sprayed past.

The Soldier stood with his back braced against the wall, breathing hard and eyes glazed over. He was shaking. Wherever the Soldier was, he certainly wasn't in the present any more.

"Buck? Where are you, pal?" There was a whirr from around the corner and another burst of gunfire sprayed the opposite wall. Now was no time for the Soldier to space out and with no sign of a response a more drastic measure had to be taken. "Damn it Buck," he muttered, "Sorry."

A sharp backhanded slap to the face caused the Soldier to focus on Steve instantly and with what seemed to be murderous intent. He blinked once, frowning. "Steve?" But there was no time to answer as another spray peppered them with chips of brick and dust. The Soldier rolled his eyes and cursed under his breath. "Of course they just had to find the mini-gun."

The Soldier waited for a break in the firing to poke his head out as much as he dared, pulling himself back in as the gunman fired again. "I can't get a clear shot."

"Do you need one?" Steve was looking down the corridor they were holed up in. "Where does this lead?"

"It doesn't. It's all dead-ends this way." The Soldier hurriedly examined what was left of his rifle clip before switching it out, tossing the spent clip down the corridor. "We need to get past that guy but I can't get a good enough angle."

"Well then," Steve set his jaw and adjusted his shield. "I'll draw his fire, you take him out."

The look of panic on the Soldier's face was alarming. "No. I can't let you do that."

"We don't have a choice. You're going to have to stop trying to protect me, Buck."

"I'm not. I…" Anger, frustration, confusion all warred on the Soldier's face and he refused to meet Steve's gaze. "Stop calling me that."

"Yeah, that's not going to happen." The grin on Steve's face was wild as he ducked behind his shield and stepped out into the firing line, the whirr of the mini-gun followed by the hail of bullets bouncing off onto the floor was enough to make the Soldier focus.

Two shots was all it took from the assault rifle. Two shots and the man toppled backwards, still firing until his hand went slack off the trigger. Silence took over, the mini-gun ticking cool and the alarms blaring down the corridor the only thing left besides heavy breathing. Steve looked at the Soldier, the Soldier looked at Steve. Then the butt of the Soldier's rifle hit Steve square on the nose.

Before Steve could react, the Soldier had his throat in a wrought iron grip. "Never. Do that. Again." It came out as a hiss, a growl, before he pushed Steve backwards and stalked off, shaking his head. "If anyone kills you, it'll be me."

Rubbing his nose and watching the Soldier make his way back to the elevator landing, Steve was forced to remind himself that it still wasn't quite _his_ Bucky he was working with here. It was a hard thing to keep constant in his head, especially when so many of the little quirks that had obviously laid dormant for nearly seventy years just screamed Bucky Barnes loud and clear. But the brutally efficient killing machine that was leading this charge was still the Winter Soldier and Steve needed to remember that. As hard as it may be have been to stomach.

The Soldier was scanning the computer on what looked to be the main desk, frowning as he stared at the screen. Steve, still massaging his nose (and bruised ego besides), watched him with interest. "Ok, you're going to have to forgive me for being ignorant here, but…computers?"

The Soldier paused what he was doing, blinked at the screen once before fixing Steve with the flattest most unimpressed stare that Steve had seen since the war. A look that only Bucky could pull off. That's why trying to separate one from the other was so hard. The Winter Soldier and Bucky Barnes were one in the same but there was still gaps. Like a puzzle missing pieces.

"To do my job efficiently, I was brought up to speed before every mission." His voice was passive, his gaze drifting back to the screen. "That includes computers."

Steve didn't reply, merely nodded and waited. He didn't know what the Soldier was looking for but he was certain that the man with the mini-gun wasn't the last of the armed forces in the network of tunnels.

"Four men guarding the armoury. That's less than I expected." The Soldier stepped out from behind the desk, his face impassive. "I suppose they thought the mini-gun would be enough."

"It almost was."

"Hardly. It just would have meant I had one less grenade to deal with the rest of his friends." The Soldier strode past Steve, heading down the main corridor at a somewhat leisurely pace. "There may only be four of them but they're not short on munitions. Expect heavy resistance."

Again there was no reply from Steve as he followed, adjusting the shield on his arm in the somewhat uncomfortable silence.

"And really? You're asking me about computers?" He never broke stride and never looked back, but the tone of voice told Steve that the Soldier was wearing that same smirk Bucky wore. "Cap, we had EMPs disguised as novelty hand-buzzers and quarter walkie-talkies in the forties. All this fancy tech isn't anything special."


	8. Chapter 8

**Author's Note:** Late because Eurovision. Sorry.

My thanks to TrueDemigodishness, an anon guest and Rike(narqwibqwib over on tumblr) for correcting my horrible German.

* * *

He wasn't quite sure what prompted him to say that or why he did but the reaction it pulled out of the Capt - out of Steve – wasn't what the Soldier expected because one moment he was striding off towards the armoury and the next he had been grabbed roughly by the shoulder and spun. He shrugged off Steve's grasp, the smirk now replaced with a hostile scowl. His initial instinct was to push back, to drive his knife deep into the man's chest but the look on Steve's face was enough to make him pause.

"Do you remember them? The rest of the Commandos?" It was more of a demand, his face severe and troubled and everything the voice in his head said that Steve shouldn't be.

"No," the Soldier backed off, breaking eye contact as his head stung with hundreds of memories trying to resurface at once. The heel of his flesh palm pressed against the bridge of his nose, eyes closing at the exquisite agony of the blossoming headache. "Yes. Maybe. I don't know." He was muttering, trying to focus and force away what was trying to break through. "Now is _not_ the time."

He took a deep breath in through his nose, letting his hand drop as he fixed Steve with a penetrating stare. "Right now the only thing that matters is razing this place. Look around you," he was talking with his free hand, something he had never really been allowed to do before. He had never really been allowed to talk this freely before either, but that was a moot point. "We are in a high-level Hydra base and you want to talk about the Howling Commandos? I mean sure, _Captain_, we have all the time in the world. Let's catch up all the way down the corridor and let the welcoming committee at the armoury know we're on our way, shall we?"

He was dimly aware of the nagging feeling that he shouldn't be saying these things. That he would be punished for this. That someone would come along and discipline him with pain and electricity and '_wipe him_'. But the part that was speaking now didn't care. Moreover, the part that was speaking would actively resist anyone who tried to silence him now – especially a handler. He would own this anger and cynicism and sarcasm even if it meant bearing down on the man who stood dumbstruck in front of him.

"Now, I have an armoury to get into," the Soldier took a step forward, his voice dropping in volume. "You can either help me take this place down, or you get back in that fucking elevator and twiddle your thumbs on the surface. It's your choice, just don't get in my way."

He didn't wait for a reply, he simply turned on his heel and resumed his path. He didn't want to admit that part of him wanted Steve to return to the surface in case something went wrong. He had frozen when confronted with the mini-gun; lost in the memory of the train, confronted with a similar situation. Metal fingers tightened around his rifle, their presence testament as to what happened that time. At least if Steve was to throw in the towel and leave he wouldn't have to worry if something went wrong. And the infuriating part was that he still wasn't entirely sure _why_ he cared so much.

"This place is a rabbit warren," said Steve, following on behind and causing the Soldier to mentally curse the man's stubbornness. "How do you know where we're going?"

"I know this place too well," the Soldier replied, turning to follow a right-hand corridor. "Most of these halls lead to dead ends or loop back around. But, I don't know what's in half of these rooms."

"SHIELD was given intel on thi-"

"Halten sie!" A thick German voice bellowed down the corridor followed by a warning shot that flew by so close the Soldier heard it, the bullet burying itself deep into the wall. He didn't stop, of course, he just snarled and lifted his rifle to look down the sight. Never breaking stride, he opened fire, the force of the spray of bullets sending the German guard flailing backwards.

He did ease off and slow down as he approached the junction from where the man came from, however, keeping his gun raised until he was sure there wasn't going to be an ambush waiting around the corner. Confident that the coast was clear, he lowered his weapon. "SHIELD shouldn't exist anymore."

"Officially we don't," replied Steve, his smile wry and his expression bordering on smug. "That never stopped someone leaking the whereabouts of this base to us."

The Soldier frowned, the thumb on his free hand rubbing along his cupid's bow in thought. "Serpent of many heads," he muttered, his gaze suddenly focussing on Steve sharply. "And you have no idea who leaked the location?"

"Well I was kind of hoping it was you, considering I was only given the intel yesterday and now you're here. You were the last person I was expecting."

The Soldier shook his head. "Wasn't me." He paused, puzzled. "They sent you in alone? Other than your man outside, where's your backup?"

"We didn't expect the place to be this big. Besides, I could ask the same for you, but you've proven that you don't need anyone else."

"Where exactly would I get backup?"

"Well…I'm here aren't I?" Steve had a lopsided grin on his face as if being classed as backup was the most natural thing in the world.

'_Wrong way around, idiot. I'm supposed to be _your_ backup.' _The Soldier blinked, utterly dumbfounded for a second. "Yeah," he began with a sceptical look, turning away and giving the body of the German guard a cursory glance. "I'm not sure that was the best of ideas."

"I trust you, Buck."

The Soldier grimaced, shaking his head and clenching his free hand into a fist at his side at the statement. He could go on about Steve really, really shouldn't and that being so trusting was going to get him killed one day. Hell, it almost had already. He heaved a heavy sigh, staring off down the corridor from where the guard had popped out of. "Look, Cap, you're all for one about giving people second chances and I'm going to give you the option to do that.

"Down that hallway is the medical block, that's where all the scientists have run off to. They probably have a few guards with them but if they're anything like this one…" he gestured to the dead body beside them and didn't finish, considering it was self-demonstrating. "They're all Hydra. Remember that."

He didn't bother to listen to Steve's reply even though he was aware that there was one, he simply turned and walked in the opposite direction to where he had indicated, noticing that for once the good Captain didn't follow. That allowed him the freedom of changing his game plan to something other than run-and-gun.

He knew exactly where he was going and he knew the precise layout of the area surrounding it and with any luck – the sound of gunfire and yelling from down the hallway cut off his train of thought and he allowed himself to smile grimly._ 'Give Steve Rogers the opportunity to give people the second chance and he'll take it every time.' _Because he was, fundamentally, a good man. The Soldier on the other hand, be he Bucky Barnes or not, did not class himself as a good man. But he was a very good tactician.

The sound of boots ahead caused him to sidestep into a side room. Resting his rifle against the wall, he pulled a ten-inch knife from his boot and rolled his shoulders, waiting in the darkness.

Two men jogged past; the third never made it level with the door. A metal arm had caught him around the throat and the man's garbled cry pulled the attention of his companions. The Soldier was already behind him by the time they had even turned around. The guards opened fire, hitting only metal and a human shield as the Soldier advanced, discarding the body as it went slack in his grip. The charge coming so fast and strong that the men had no time to aim properly or defend themselves, the Soldier idly noted that this was no challenge at all. His blade found a home between the ribs of one of the men and the other was quickly dispatched by a broken neck. Predictable and disappointing.

He pulled his knife free and wiped it on the clothes of the man it had previously been buried in, sliding it back into his boot. Then he grabbed his gun and continued down the hallway at a jog. The Soldier didn't even bother to slow down or aim properly as the fourth and final armoury guard came into sight, he simply sent a spray of bullets his way. If he was anything like his companions then he would have been a waste of energy either way.

The armoury door, however, posed a trickier problem. They had locked it and, considering it worked on a key-code which he was never told, it would take a little more than a kick to get into. He ran his fingers over the smooth surface as he crouched next to it, pulling out a spherical grenade and rolling it between his fingers in thought. He wedged it in the corner of the frame before depressing the button on its surface, backing away quickly.

The explosion was powerful, loud, and worked just as planned, the bottom of the door giving way and the rest following, along with part of the wall. The Soldier didn't give the smoke time to clear and ducked through the hole with haste, moving with purpose towards a thickly armoured metal box that he'd only been handed to work with once. Ignoring the rest of the munitions and deciding to leave his rifle behind as it was no longer needed, he grabbed the handle of the strongbox and left the armoury.

He sidestepped the bodies casually, noticing that the commotion in the distance had fallen silent which suggested that Steve had subdued the last remaining guards in the base. Either that or he would have to step in and save his scrawny – the pain in his head spiked and caught him off guard so badly he staggered to a stop, metal fingers pinching the bridge of his nose as the stabbing subdued to a dull throb. The memories were bad enough, but it was the sudden rush that was what overwhelmed him. So many things tried to muscle through at once it was hard to know what was what anymore. He shook his head, letting his hand drop again. '_Not scrawny. Not anymore.' _

The Soldier moved on, passing the solitary dead guard and heading down towards the medical block where the sound of muffled voices in the distance caught his attention and chased the remaining fog out of his head. The door had been broken open and hung halfway off its hinges, bullet holes splintering the woodwork in an arch.

One of the voice he recognised as Steve's, the other seemed…horribly familiar. There was a bubble of anger swirling in the pit of his stomach but he refused to charge in without getting the idea of the situation first.

Placing the box down gently, he moved with surprising silence toward the doorframe and listened to what was being said. As expected, Steve had given them a choice to give themselves up. The other voice was a German man with a horrible, whiney voice with a constant simper as he spoke to those he deemed superior. "I am Doctor Hugo Bruhn," he said, "Senior Officer at this facility, are you alone, dear Captain?"

The voice alone was enough to send him into a cold fury, his face falling into an unreadable mask as he stepped through the doorway and stood silently behind Steve, his dead-eyed stare directly at the doctor.

"Gott sei Dank," the man exclaimed as he saw him, his entire posture changing from a cowardly hunch to someone who thought he'd won. The Soldier watched Doctor Bruhn break into a toothy grin as even though he still addressed him directly with a sickeningly smug tone, he had looked back at Steve. "Nun kannst du dein Werk vollenden und Captain Americas Leben nehmen."

* * *

_"Gott sei Dank,"_ "Thank God,"

_"Nun kannst du dein Werk vollenden und Captain Americas Leben nehmen." _"Now you can finish your work and take Captain America's life"


	9. Chapter 9

**Author's Note:** On my own read through I realised how much I'm heavily leaning on comic!Bucky. Especially the newer incarnations (All-New Invaders especially) as well as Brubaker. So. Yeah.

I got asked elsewhere so I'm gonna come out and say there will be no pairing in this fic. While I do ship Stucky for the most part, it simply won't fit in with this fic so I'm not going to shoehorn it in for the sake of it.

Also I just want to thank everyone for their kind words and your support. Seriously, I've never had a fic of mine grow so fast in a little over 2 weeks and it's...almost overwhelming. I just hope I don't end up disappointing everyone.

* * *

The Soldier felt the weight of the silenced pistol in his hand before he'd even become aware that he'd drawn it. Casually holding it in a loose grip on a slack arm by his side, he watched the German doctor's face turn from smug and confident to vaguely uneasy as his order went largely ignored. But the man, for all his nervous glances between himself and the unflinching Captain, still seemed convinced he was the victor.

"No, Doctor Bruhn," Steve began, his tone even and posture unwavering from the sheer confidence he exuded. "I'm not alone. And I don't think I could have made it this far if I was. This place is very well guarded."

Bruhn smiled, tight lipped and patronising. "I'm sorry Captain, but I do believe you are very much alone." The man was wringing his hands, beads of sweat on his brow starting to betray his nerves. "Sol-"

Steve shook his head, interrupting "You can stop with the German commands, Doctor. I was in the war, I can understand what you're saying."

He sounded so tired of the man's antics that it took all of the Soldier's composure to keep his face an impassive mask when a smirk threatened to form on his lips. He couldn't see Steve's face from where he was but he somehow knew what expression the man wore, the tone of voice was so familiar even if he wasn't entirely sure where from. Everything was so jumbled and fuzzy in his head, but some things just stuck.

"How does it feel, Captain?" Bruhn was starting to sound desperate, a wild look starting to form behind his eyes. "To know you're going to die at the hand of your former best friend?" The man was starting to turn vaguely red in the face, the venom in his voice increasing with every word. His peers had started to edge away from him, back against the wall. "To know that we made the man into the very thing he was fighting against in the first place?"

The Soldier felt his temper spike but it was Steve that moved first. He folded his arms behind his back and gave him the covert signal to wait before clasping a hand about the opposite wrist. So the Soldier waited, because taking orders from Steve, as opposed to the doctor, felt as natural as breathing.

"That's an interesting question, Doctor, and one I could answer but won't," said Steve, completely calm and sounding slightly amused. The man he was addressing fidgeted as the penny dropped very, very slowly. "Project Insight failed, your superiors are gone. You should think about surrendering, rather than the alternative."

"There is no alternative," Bruhn was red in the face by now, his voice raised as he spat out the words as if they were poisonous. "Soldier! As senior official at this facility and your ranking officer I order you to finish Captain America!"

The Soldier's head tilted, a frown breaking that impassive mask as he watched the red-faced doctor; the veins in his temples throbbing as he yelled out his order. The man was breathing heavily but he stilled as he saw the lopsided smirk appear on his former weapon's face, fear replacing anger faster than lightning as he watched the muzzle of the silenced pistol point in his direction. "Hail Hydra," the Soldier mocked, snarling out the words cruelly before he gently squeezed the trigger.

There was no dramatic crack of gunfire or over-the-top Hollywood effects. The silencer kept the sound muted, the flash minimal – the weapon barely kicked in the Soldier's steady grip. But the sudden hole in Doctor Bruhn's forehead and the explosion of the back of his skull was no less impressive for it. One of the man's female colleagues screamed, the noise echoing around the room; the rest of the scientists scuttled backwards away from the prone body slumped on the floor and the growing red puddle under it.

The gun still raised but held loosely in his grip, the Soldier took three steps to stand beside Steve who was still standing calmly with his arms behind his back.

"I did say I wasn't alone," the blond man commented idly to no one in particular, but getting his point across to the other scientists implicitly. They were a smart bunch and it didn't take them long to figure out who's side their former weapon was on. Steve smiled blithely as they looked between him and the Soldier who was still glaring down the sight of his gun, metal hand clenched into a fist at his side.

"If I were you," began the Soldier, letting his arm go slack and holstering the weapon. "I would take whatever offer of salvation the Captain gives because I guarantee if he wasn't here you would all be like that." He gestured towards the fallen doctor, a look of contempt on his face. Whatever offer they'd get it was too good for them, but for some reason he couldn't yet comprehend, Steve's presence stayed his hand. You couldn't be a coldblooded killer when he was around.

"Of course you could always crunch that little pill I know you all have," he added, looking around the room. "I see some of you already did." There was a few bodies around the room, the Soldier didn't bother to count the exact amount, of scientists who had obviously decided that a cyanide suicide was better than whatever was coming. _'Cowards.'_

"Hydra is as good as finished," Steve began, bringing his arms forward to fold them across his chest. "This base is no longer operational, and your superior officer is dead. I'm giving you the option to hand yourselves in, in return for your own safety."

"Hand ourselves in to who, exactly? SHIELD is gone." The woman who had screamed sounded as nervous as she looked, frantic glances sent towards the glowering Soldier.

"The police at first, most likely followed by the FBI. That's who's dealing with all of this now."

It wasn't exactly a lie, the Soldier noted, but it wasn't the whole truth either. And he noticed the way the scientists were starting to relax as Steve spoke, though not perhaps as much as they would if the Captain was alone. The threat of a bullet in the skull was still real as long as the Soldier was around. Steve stepped sideward, pointing towards the exit. The Soldier stepped in the opposite direction, meaning that the scientists would have to walk between them to leave.

"If you head to the surface you'll find a man waiting. Speak to him and he'll contact the relevant authorities to pick you up." Steve nodded at the group once, gesturing for them to leave.

"If you run," the Soldier added, "I will find you. And I am far less forgiving than the Captain." It was all the group needed to get moving. They all knew how relentless he was in his pursuits and he doubted that he would actually need to follow through with the threat.

When the last scientist left, the Soldier turned his attention to the body of the fallen doctor. He stared at the man for a time, frowning as he regretted that his death hadn't been slower and more painful – and then banishing that thought quickly as he became appalled by it. He knelt beside the body, quickly working through the pockets on the man's coat until he found the keycard he was looking for.

"The threats were a bit overkill," reflected Steve, still smiling for a reason the Soldier couldn't quite grasp. "Are we done?"

The Soldier shook his head as he walked past to retrieve the armoured box he had left in the corridor. "Not quite," he replied as he returned, passing Steve without looking at him and heading for the doors at the other end of the medical block.

The lock on one side glowed an angry red, the reinforced doors sitting menacingly in the corner. It wasn't for the general workforce to question what lie beyond, they just had to ignore them and whatever they heard coming from behind them. It was, after all, not in their best interests to poke their noses where they didn't belong – that was a good way of being terminated, and not just from the organisation.

The Soldier swiped the card, waited until the light turned green and pushed open the nearest door. Two steps down the corridor he stopped, blinking when he realised that he was no longer being followed and then turned back and pulling the door open, looking out at the Captain who hadn't moved. "Are you coming?"

Steve moved, jogging towards the door as the Soldier let it go. "What's this all about, Buck?" The door behind them closed with a muted clatter, and Steve followed down the dimly lit hallway.

"Something you need to see. And something I need to do."

There was a single door ahead, again locked and armoured – but this time heavily so. Everything around it was reinforced and impenetrable. That was why he needed the keycard. He could probably have blown the first set of doors open, but there was no amount of small explosives that would get through that door.

The Soldier swiped the card and waited for the door to unlock, pushing it open as far back as it would go and dropping the armoured box to act so it would stop it from closing behind them. It wouldn't lock them in, but with what he was planning it wouldn't be beneficial to mess around with keycards. Thankfully, the outer set of doors didn't have that problem.

Noting the growing look of confused anger on Steve's face, the Soldier followed his gaze and looked at what he was. A chair, surrounded by various screens – all of them idling and waiting for input – sat in the middle of the room. He regarded it in silence for a moment, his expression deliberately impassive. "They move it. Frequently. It took me a couple of tries to work out they'd brought it back here." He'd looked back at Steve who was still focused on the chair. "The last time I saw it, it was in a bank vault in the city. Before that it was in Berlin. At least I _think_ it was Berlin. That one's…fuzzy."

Steve had started to move towards it, focused in grim fascination. "What is it?"

The Soldier eyed it wearily, squatting next to the armoured box and breaking the lock off with a swift tug from his left arm. "It's a nightmare machine."

"I don't follow," replied Steve, turning back to look at the Soldier.

"On the way down here you asked me what Hydra's strongest asset was." He never looked up, he simply busied himself extracting the demolition charges from the box and arranging them carefully by his side. "It was a weapon," he glanced sideways, staring past Steve at the chair. "And that's what forged it."

"You." There was no question in the way Steve said it, only an air of finality in his words as he connected the dots.

No reply. The Soldier merely resumed setting up the trigger mechanisms on the explosives, keeping his hands busy and mind focused despite the gaze that was burning into his head. He didn't want to look at Steve, didn't want to acknowledge the pain, the sorrow, the anger on the man's face. He gave a quick glance around the room, picking out where to lay the charges for maximum impact while carefully avoiding making eye contact.

He'd only used this kit once before and the memory was still foggy but it wasn't a complex system. Each block of C4 had a detonator and a signal receiver which were inactive until he programmed the main transmitter unit. If he placed three in the room with the chair and attach the rest at key points on their way back to the elevator he could sink the whole ba-

"Cryo chamber?" Steve's voice cut through the Soldier's mental planning and he looked up with a frown to see the blond over by the chamber.

"It moves with the chair. Wipe and freeze." His voice was utterly devoid of emotion, cold and distant. Despite everything, the cryo was the one thing he actually looked forward to – if he could be attributed to having any emotions at that point. It meant he could rest, that there was no threat of pain. Sometimes he didn't even get wiped before being put into cryo and in retrospect he was grateful for the smaller mercies.

"I'm sorry, Buck."

The Soldier grimaced at those words, gritting his teeth and shaking his head. He didn't want that, not from Steve or anyone. The only people he wanted to hear apologies from were the people that did it in the first place as they begged for their lives – but while he was frozen in time, the world moved around him. The people he wanted to scream they were sorry were already dead. The second best thing he could do now was making Hydra regret they created him in the first place. So he set his jaw and loaded the now armed explosives back into the box for transport.

"Make yourself useful," he began, grabbing the timer and a block of C4, standing and fixing the Captain with a tired stare. "Put one of those blocks in the chamber and the other in the opposite corner." He gestured to the box before pointing where he meant, not waiting for Steve to move.

Vaguely he was aware of the man moving but his attention had turned to the chair. He approached it as if he was approaching a wild animal that may bite him, the desire to throw a grenade at it suppressed by the fact there was enough C4 in the room to turn the whole facility into a tomb. He eyed it warily, following the sweeping curves of the mechanical arms up to that black headpiece. Even though the chair was sat still and dead, the Soldier twitched at the memory of the sparks and the pain that followed.

He snarled, shoving the explosive onto the seat with more force than he should have, activating the timer and setting it at ten minutes. He paused for a moment knowing there was no going back from this; then he started the countdown, turning away from the timer and returning to the armoured box. He never closed the lid, simply lifting it up by the rim and putting his foot against the door which started to close when the weight was removed. "Time to go, Cap. We've got less than ten to get the hell outta Dodge."


	10. Chapter 10

**Author's Note:** Updates will probably be slower for the time being. The pacing of the fic will probably start slowing down for a few chapters too, got a fair bit of conversational bits to come and they're always tricky.

Also I've been thinking that eventually when this fic wraps up - and seeing as this is set 1-2 months post TWS - that my next one will be detailing what Bucky did between the shores of the Potomac and the first chapter. A prequel to this fic, if you will. Would anyone be interested in reading that or should I just switch my focus?

* * *

All too happy to leave the chair and its machines to be destroyed, Steve followed the Soldier as he strode with purpose back the way they came. Of course, there was a certain sense of urgency to their evacuation, the timer wouldn't stop now it had been started and they certainly didn't want to get caught up in the explosion. Still, the Soldier moved at a brisk but unhurried pace – just like he had on the bridge, just like Fury had said he had when approaching his flipped vehicle. There was no urgency in the way he moved despite the fact they were on a countdown. Confidence, Steve concluded, was the reason.

Back in the medical block and he watched the Soldier scan the room before selecting two supporting pillars and placed a block of explosive at the base of each before continuing on. He left a block in the corridor on the way back to the junction and paused. Steve merely watched as the man considered each pathway before deciding against bothering to place charges down them.

Bucky had always been thorough and had always been the one that did the dirty work that Captain America couldn't seen doing. He saw the same traits in the Soldier, only they were warped and twisted. Bludgeoned into something ruthless and brutal, almost mechanical, but fundamentally they were the same. It was a terrifying concept and one he doubted that Bucky would ever get over. Steve wasn't even sure he'd get over it _himself_. And truthfully he wasn't sure where the Soldier ended and Bucky began anymore – there didn't seem to be a clear line at all.

Every ten paces, hardly breaking his stride, the Soldier would place a block of C4 against the wall before weaving across to plant the next one on the opposite side. Neither of them spoke, they didn't need to. They both knew the situation as of right then and while Steve didn't agree with the methods, he understood the reasoning behind them. This base needed to burn, true, but it was mostly that chair that the Soldier – that Bucky - had come for. He was, Steve figured, seeking a form of closure. That chair's destruction, along with the cryo chamber, meant there would be no more wipes and no more long sleeps. He was cutting ties and sending a message.

And if it was the last thing he did, Steve was going to help him do it.

But Steve knew this wouldn't be the end of it, that the Soldier would not stop until he had dismantled what was left of the organisation that made him. The consequences of him doing that were terrifying now that the things that helped him vanish were the things he was busy destroying. In the end, Steve figured, it would come down to him making sure that it was Bucky Barnes that came out of this exercise and not something far darker than the metal-armed menace he had first met the night Fury was shot.

They reached the end of the corridor, the elevator doors closed from where the scientists had taken it up to the surface. Quietly he had been counting the timer down in his head and by his estimation they had around seven minutes left. The Soldier seemed unhurried, casually walking over to the main desk and depositing the box with the remaining explosives on one of the abandoned chairs.

He grabbed two blocks before approaching the elevator, pressing the button to call it back before walking towards where they had become pinned by the mini gun. Both charges were placed inside the holes in the wall made by the high-speed stream of bullets

Steve had simply stood and watched, listening to the metallic whine of the elevator descending. There wasn't anything more to say at the moment and he was still thinking over what he saw back past the medical block. He barely registered the Soldier standing next to him, waiting for the elevator, nor did he see the studious look he was being given.

"Now who's the one with the thousand-yard stare?"

That voice - the way he said it, the hint of teasing amusement – was so _Bucky_ it jarred Steve back to the present. He blinked twice at the side profile of the man beside him and opened his mouth to reply but the doors pinged open and broke his train of thought. He stepped inside just as quietly as he had been standing, turning back to face the doors as they closed.

There was something more to what the Soldier had said too. Back on that snowy mountain side, before the train ride from hell, Steve had teased Bucky for having a thousand-yard stare and earned himself a dirty look. They had been setting up the zip line and the waiting was the thing that dragged on the most. None of them were expecting the events of that day. Just as Steve wasn't expecting the comment before they boarded the elevator.

Three minutes before the explosion, by Steve's countdown, they reached the surface. The Soldier pressed the button to send the car back down before stepping out, saying nothing as they both made their way down the curved corridor.

The only sound was their boots on the concrete floor as they passed the felled troops and ended up back at the fork. While Steve went straight on, the Soldier turned back towards the records room and Steve let him go, figuring that he was going to pack up his arsenal and pick up the folders he'd picked up. There was only one way out anyway and he needed to speak to Sam – the least he could do was give him warning.

The sunlight outside was glaringly bright and Steve was forced to squint as he stepped out the mangled doors. The base wasn't dark but the contrast was enough to force him to lift a hand and shade his eyes to see Sam, standing with his arms folded as he watched the gaggle of scientists a little ways off.

"Yanno, I'd appreciate a little more warning before you suddenly go dark on me. Especially when you intended on taking prisoners." Sam's words were chastising but there was the ghost of a grin on his face that made Steve chuckle slightly.

"Sorry. I would've liked a little more warning myself to be honest but short notice is better than no notice at all."

"Yeah? And how am I meant to take that? Who'd you get the warning from?" He didn't sound totally convinced and the vaguely amused but mostly unimpressed look Sam was sporting only enhanced that.

"It was an…" Steve hesitated, looking away as he quickly ran through the careful way of wording it. "Inside source. Have they said anything?" He nodded towards the group.

"Not much beyond what you told them to and they keep muttering about a soldier which I figured was you." Sam played along, following Steve's gaze. "Inside source tells me nothing, dude. Was it one of them?"

"Not exact-" there was a deep, thunderous rumble as the bombs exploded down in the bunker, the ground shaking as the whole place went down.

"The hell, man?"

"High explosives." The look Sam gave him was enough to make him step back, grinning as his hands came up in surrender. "It was a really big place."

"So…_you_…blew it up?" He sounded astonished. "I mean damn that's out of charact-"

"Wasn't me." Steve interrupted, shaking his head. "My…" he flailed slightly, shrugging as he tried to find the right words, "…back-up did it? Though to be honest I was more like _his_ backup."

"Yeah, you're making no sense right now."

Just as Steve opened his mouth to speak there was another explosion far louder and far closer than the first. Surface level. With a flash of panic he turned to see a billow of black smoke rush through the outer doors and his stomach dropped as a cold dread overtook him.

As casually as always, the Soldier strode from the smoke like a grim phantom, his face covered by both the mask and goggles he wore on the bridge, carrying the sleek gun case he had in the records room. Steve let go of the breath he didn't realise he was holding as he watched the man toss away a detonator, a final fiery explosion behind him causing the whole upper level to start folding in on itself.

It was Sam that reacted first, drawing both guns on the Soldier. "Fuck man, I thought you said you had backup."

The Soldier merely tilted his head at the pair of SMG's pointed his way before removing both goggles and mask, raising an eyebrow as he looked at Steve – completely ignoring the base crumbling in on itself behind him.

"At ease, Sam," Steve began, resting a hand on the man's arm. "He's a friendly."

"Like hell he is," the protest came with a shake of the head but the removal of one of the guns. "Last time we met he tried to knock me out of the sky. And the time before that, he succeeded."

"He saved my life," Steve had set his jaw, a resolute look in his eye that said he was done playing games and Sam's gaze danced between him and the Soldier. "I'm not saying he's safe. But he's not going to kill us," he looked back at the Soldier. "Is he?"

An amused look had crossed the Soldier's face and out of the corner of his eye Steve could see Sam react to it, confusion causing his gun arm to loosen slightly.

"Only if you try to kill me first."

"Ah shit." Reluctantly, Sam backed down, holstering his weapons back into his wingsuit but still looking at the Soldier as if he was expecting the man to draw a gun on him. "You've got some explaining to do, Cap."

"I know," Steve replied, relaxing slightly. "I'm still trying to wrap my head around it myself. I'll have to get it straight for the debriefing, I'm not entirely sure Agent Hill will be pleased with me."

Sam side-eyed Steve, leaning away and squinting at him. "You're bringing him with us, aren't you?" It wasn't really a question, more of a statement, like he had already resigned himself to the fact the answer was yes. "You're bringing the amnesiac assassin with the metal arm onto a cramped helicopter to go back to one of the smallest SHIELD bases left. You know how that sounds right?"

"The alternative is letting him vanish again."

"Whatever you say man. I know that look. There's no reasoning with you when you get that look." Sam sighed, looking over to the group of scientists who were watching the Soldier with a mix of curiosity and fear. "I called HQ, they said they'd forward the details to the relevant authorities. I suggest that we're not here when they arrive."

"Agreed. Questions from SHIELD will be bad enough. And given the fact they've been threatened with a very real promise of death, I don't think we'll have to worry about that lot running."

Sam gave Steve a Look, eyebrow raised at the unorthodox method, causing the Captain to look sheepish. "Not my threat," he countered, nodding in the direction of where the Soldier had busied himself in putting his headgear into the case he was holding. Steve noticed the vacant spot where the assault rifle would have sat snug was now filled with rolled up documents and various small items but it was too far and was shut too quickly for a closer look.

"That's real comforting, Cap. I'm looking forward to the flight home."

The sound of helicopters in the distance caused everyone to look up. They were still quite a way off, given the way the sound was travelling, but it wouldn't take them long to arrive.

"I hope your extraction plan is better than your assault plan."

"Says the man who crashed his own extraction plan," Steve raised an eyebrow at the Soldier, gesturing vaguely at the burning wreckage.

The Soldier merely shrugged and pulled a face. "Wasn't aware there was artillery out here. I've never been anything other than a friendly. It made for an interesting change of pace."

"You blew up a stolen military helicopter by crashing it into anti-aircraft guns," began Sam, incredulous that this conversation was actually taking place. "And that's just a 'change of pace'?"

"It could've been a stolen SHIELD helicopter," the Soldier replied with the faint hint of a dark, sarcastic smile on his lips.

It seemed only Steve picked up on was the 'just teasing' way the Soldier had said it and snorted in response, trying hard not to laugh. "We'd better move," he began, forcing himself to return to seriousness. "Our ride's not far from here, three clicks west."

Sam shook his head with a resigned sigh. "I'd better go ahead, Cap. We don't want the pilot taking one look at your new…er," he looked between the Captain and the Soldier quickly, "old friend and getting the wrong idea."

As Sam took off, Steve turned back to the Soldier who impassively watched the Falcon leave. "He probably would've done that anyway." Pulling out his compass he lingered on the image of Peggy for a split second before finding west and starting to walk. "This way."


	11. Chapter 11

**Author's Note:** My beta's busy this weekend so this is unbeta'd.

* * *

The walk to the helicopter, for the most part, was utterly silent. Steve followed the compass and the Soldier followed Steve. There was, in the Soldier's opinion, very little to say. He wasn't even sure why he was following, it just seemed the right thing to do. It could have been that he was so programmed to do what he was told that he had latched on to someone who capable of giving him orders – but that didn't sound quite right when he ran it back through his head. He wasn't going to take orders anymore, so that couldn't be it.

But the man in front of him was Steve, wasn't it? Captain America? He'd taken his orders before. '_Nearly died for them_,' reminded the voice in his head. It wasn't a malevolent thought, but it poked at the settled dust in his memories and created small clouds. The train, before the fall, he had been steeling himself to die. His left arm twitched at the memory of a gunshot, fingers tightening on the handle of the gun case as the twinge of phantom pain shivered through nerves that were no longer there.

He was vaguely aware that he was still walking, still following, but he was elsewhere. The smell of the train, the icy bite of the winter alpine air, the roar of the wind and the noise of bullets of metal. The memory that haunted him more than any other, the one that wouldn't leave no matter how much he wished it away. The one that came back first after '_I'm with you 'til the end of the line, pal_.' The one that had come back once before. The one that had started the wipes because he'd been AWOL for a month and had started to ask questions and _they_ couldn't have that. The one that made him long for the chair again. It wasn't a memory, no, it was a nightmare. '_But it's important_,' said the voice.

There was a voice outside his head that was pulling him out of his thoughts. The focus slowly returning to his vision and the realisation that he had stopped walking thanks to a blond man in front of him.

"Bucky? You with me?"

For a brief moment there was no recognition. Just the repetition of those same five words that rattled around his head over and over and over until they became unbearable. '_Who the hell is Bucky?_' His ears filled with static, his face turning from a blank stare to a confused glare until one word, one thought in several different languages at once, jolted through him like lightning. '_Mission_'.

His pistol was drawn and pointed at the target in an instant, but his finger hesitated on the trigger despite the sudden rush of anger. The man in his sights had reacted just as fast, stepping back and raising his hands in surrender.

"Easy now, you know me, " said the stranger, slowly. No, not stranger. He wasn't a stranger at all.

The man _wasn't_ a stranger, what the hell was he doing?

'_Captain. Steve. Friendly.' _Anger melted into confusion as his attention turned from Steve to the pistol in his hand and he blinked at it, dumbly. "I…" he began, letting his arm drop slightly and aim wander away from where it had been fixed on Steve's forehead. "'M sorry." It came out as a mutter, shaking his head and shoving the pistol back into its holster with perhaps more force than required.

"It's alright," Steve's moves were slow and deliberate, stepping forward as he lowered his hands. "Are you with me, Buck?"

The Soldier blinked, his gaze locking onto Steve's for a moment before he nodded. "Yeah." He nodded again, this time with more feeling – as if to affirm himself in the moment. "Yeah, I'm with you."

"Good. Where were you?"

The Soldier frowned, pausing and breaking off eye contact for a split second. "The Alps."

Steve winced. "The train?" The Soldier nodded once. "How often?"

With a sigh, the Soldier shook his head, continuing the way they had been walking at the pace before they stopped. "Often enough." He rolled his shoulders as Steve joined his side, compass still out and pointing the direction. '_Always was dreadful at navigation_,' said his voice inside his head, an unwanted, wanted passenger. Quietened by violence and action, electricity and ice. None of that out in the middle of the forest, surrounded by trees and birdsong. "Your girl," he began, with more confidence than he felt. "Peggy. What happened to her?"

Steve looked up, his surprised expression turning somewhat wistful as he returned his gaze to the compass, tilting it so the picture could be viewed clearly. "She's uh…" his voice was faintly strangled and he cleared it quickly. "She's still alive."

"But…" it was a gentle prompt. The Soldier needed Steve to keep talking, the silence of the forest was eating at him.

"It was the forties. She lived her life, married, had kids. She even founded SHIELD. She was never my girl."

The look on Steve's face was painful but the Soldier huffed out a laugh all the same. "We both know that's bullshit, your compass is proof of that." As Steve smiled weakly, the Soldier pursed his lips. Small talk was still a skill he was struggling to regain. "Have you seen her, at least?"

"Yeah. Yeah, I've been to see her." There was a look on Steve's face that the Soldier had seen before, not so long back. A pained expression that had been sent his way, an expression he had come to dislike seeing on his friend's face. '_Yes,_' said the voice before he could correct himself, '_he is a friend, you know this_.'

"She's not well, is she?"

"She's 95, Buck. And unlike us, she's seen all her years." He winced and the Soldier looked away; it seemed like neither of them enjoyed that unfortunate truth. "She…forgets."

The Soldier tilted his head, confusion creeping in. "Forgets?"

"Senile dementia. Alzheimer's disease. Whatever you want to call it, it makes her…forget." Steve's normal shoulders-back, chin-up stride had crumpled. His pace hadn't slowed, but he had slumped and curled in on himself. "Some days she's lucid. Other days it's like she's seeing me for the first time in seventy years. Sometimes I get both in the same visit."

"I'm sorry, Steve." There was really nothing else to say – or rather, nothing he could think of. Human interaction, empathy, sympathy and understanding; all so hard to reconnect with, buried down deep and overwritten by wipes and programming. But he wasn't cold and heartless, he wasn't the machine they trapped him in. And in an idle part of his brain, he wondered if Steve ever truly stopped grieving for the people he'd lost and was losing.

"There's nothing to apologise for, Buck. She lived and lived well. That's all the matters."

At that point, there was nothing left. No replies, no sympathy and while the urge to touch – to clap Steve on the shoulder and give a reassuring squeeze - was there, the Soldier didn't feel comfortable with that yet. He wasn't even sure if he ever would, even if he knew that was a big part of the memories.

Silence closed in again and with it came a subtle hint of dread that the memories would also. "Keep talking?" The words were out before he could stop them and Steve sent a questioning look his way. "The silence, the emptiness. When there is nothing to focus on the memories become jumbled, like too many people talking at once. It becomes real easy to get lost in them."

There was a brief pause, Steve humming in thought as his posture slowly returned to the confident stride he always had as Captain America. "Back in the records room, you said you remembered me but not you. What did you mean?"

"There are fragments of memories," the Soldier replied, the hesitation clear in his voice. "At least I think they're memories. And it's always you. Always, always you. Getting your ass kicked behind some movie theatre or diner, complaining about getting dragged into doing something but doing it anyway. Picking fights because you couldn't back off. Being too stubborn to run away even if you knew the odds were against you."

"That's because you were always there with me, dragging me out of the fire or putting me up to things that I shouldn't have been doing. And rescuing me when things went hopelessly wrong. You don't remember that?"

"I…it's like I'm there, but I'm not." He fumbled, unable to accurately say what he meant with a vocabulary that was still returning. "Like I'm watching someone else's life through their eyes. I remember it, but I don't relate to it." He shook his head, consternation playing across his brows. "No, that's not right." He let his shoulders sag as a frustrated sigh escaped him. "I'm not even sure what I remember anymore." '_Not even sure I want to_,' finished the voice in his head, fully aware of the other memories that lurked there.

"We'll get through it, Buck. Somehow." Steve altered their direction slightly, squinting through the trees in the hope they may have been coming up on the clearing and the helicopter. They weren't far from the extraction point, but the noise from the police choppers overhead caused them both to walk that little bit faster.

"I thought Captain America's deal was all star-spangled banner and shit. What's with the new get-up?" He had to change the subject to something less heavy, especially considering he would probably end up getting back to the same damn subject over and over. And while it was a sudden change, it seemed to work as Steve barked out a surprised laugh and looked down at his outfit.

"Yeah this isn't really Captain America anymore," he began poking at the silver star on his chest. "I think Natasha called it my 'Commander Rogers' uniform."

"You get a promotion? I don't think 'Commander America' has quite the same ring," the Soldier teased mildly, a faint smile on his lips.

"Technically it's used for the more covert missions, but considering I kinda…" Steve pulled a face, shrugging nonchalantly as he checked his compass, "bled all over my other one, this was the only one I had available."

The Soldier grimaced. He remembered the helicarrier all too well, like a wound that refused to heal. Perhaps one day he'd be able to figure out what was going on in his head at that moment and put it into words. He wanted to explain, to apologize, but he just couldn't figure it out himself. Not yet, at least. "Oh…" was all he could muster.

Steve, however, shook his head and stopped. "I don't blame you, Buck. You know that, right?"

'_You stupid, sentimental fool._' The Soldier had stopped when Steve did, scowling almost in defiance at the question. He wanted to growl at him, to tell him to stop being so foolish and forgiving. But no words came, instead he merely let the silence drag out as he licked his lips and broke eye contact. Instead he scanned the treeline, looking for the signs that they were nearing the extraction point. He had always been a sniper, seeing things that Steve couldn't, so it was no surprise when the briefest flash of light reflecting off a well hidden helicopter caught his attention.

Without saying a word, he merely pointed with loose fingers at the now obvious shape through the trees, eyebrows raising to emphasise the point. Steve's attention followed the Soldier's finger, frowning at the destination before turning back to give the Solider a look that said the discussion wasn't over. For now, however, both of them just wanted to get out of the woods.


End file.
